


all the shapes I know (are gone)

by fairymascot, fortheloveofpizza



Category: Life Is Strange (Video Game)
Genre: F/F, established amberprice, extra slowburn amberpricefield, teens being bad at feelings
Language: English
Status: In-Progress
Published: 2017-12-31
Updated: 2019-02-06
Packaged: 2019-02-24 09:04:47
Rating: Teen And Up Audiences
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 8
Words: 46,993
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/13210476
Author URL: https://archiveofourown.org/users/fairymascot/pseuds/fairymascot, https://archiveofourown.org/users/fortheloveofpizza/pseuds/fortheloveofpizza
Summary: Max comes back to Arcadia Bay. Things are different than she left them.(Slowburn Amberpricefield; no powers, no deaths, no supernatural disasters.)





	1. keep my distance

**Author's Note:**

> Hey there! This fic is a collaboration between fairymascot, who you can find on tumblr [here](http://fairymascot.tumblr.com), and magpizza, who you can find on tumblr [here](http://magpizza.tumblr.com/).
> 
> It is very much inspired by the [How to Live Here](https://archiveofourown.org/series/466666) series, a highly recommended read.
> 
> Hope you enjoy, folks!

Max’s parents drive her down to Arcadia Bay. It’s just over three and a half hours with traffic. Funny-- it felt so cripplingly far when she was thirteen, like some gaping, uncrossable chasm. And now, a couple naps, some dicking around on her phone, and sixty-odd pages into her House of Leaves reread later -- here she is. Like she was never gone at all.

So much is exactly as she remembered: the buildings, the traffic signs, the trees. Even the air smells distinctly of Arcadia Bay. Though Max has called this place home almost her whole life, returning fills her with a new, shimmering excitement for the things she once took for granted. On the ride over, they pass by a deer. You don’t _get_ deer in Seattle.

Her parents drop her off at her Blackwell dorm, and all her boxes, too. Max has to argue again that no, they don’t need to help her unpack. “I don’t even have that much stuff,” she says, “and I’m a big girl, okay?”

“And yet you packed Captain Fuzzums,” her dad jokes. Max blows the hair out of her face with a huff. “Shut up. He’s _soft_.”

But they all agree, eventually, that these precious hours before her parents head back to Seattle can be spent on better things than rummaging through piles of Max’s clothes and books. They walk around instead -- because Max’s legs could use some stretching after all that time in the car -- and make themselves a tour of old, nostalgic spots. The park has barely changed, though it’s gotten pleasantly greener over the years, new trees planted, the playground given a fresh coat of paint. Middle school kids on skateboards and rollerblades breeze back and forth across the miniature half-pipe, and Max’s chest tenses stupidly before she remembers Chloe’s far too old for that, now.

They go to the mall for lunch, and the sight of it brings a pinch of disappointment. It’s been consumed almost entirely by clothing stores and big-name brands; the arcade’s long gone, replaced by an iStore, and her cherished Hawaiian place is now a Chipotle. Chipotle is still pretty good, though, so Max gets some anyway. It’s just weird to think there’s all those pieces of her childhood she won’t ever see again.

Her mom catches her looking wistful over her burrito, probably, because she asks if she wants to stop by Chloe’s place to say hello. Max nearly chokes mid-bite. “What, _now_?” When her parents don’t quite seem to get the source of her dismay, she shakes her head, and swallows before stringing together a proper answer: “No, you’re right, I should. I will. Soon. Just… not yet.”

“I know it’s been a long time, sweetheart,” her mom soothes, “but it’s always worth to try and reconnect. Worst case scenario, it’ll be a little awkward, right? You’ve got nothing to lose.”

Max isn’t sure _a little awkward_ is quite the worst case scenario she has in mind, but she nods along anyway. “Right, yeah,” she murmurs, and takes another bite. “I just have to figure out what to say.”

 

* * *

 

It’s evening when Max steps back into the dormitory, now all on her own. With her parents gone, reality is starting to edge in, the present emerging through the bittersweet haze of nostalgia. And it feels _big_. Here she is, Max Caulfield, back in Arcadia Bay at almost eighteen years old -- headed to her very own dorm room, on the campus of one of the greatest art academies this side of the States.

Her stomach flutters and dips. Nerves, and excitement too. All around her are rooms of people she’ll be going to school with. Even friends, if she lets herself be hopeful. Maybe tomorrow she’ll walk around a bit, try and say hi. Is that weird? Too awkward?

_Note to self: consult with Kristen and Fernando about proper dorm etiquette before potentially making a total tool of myself._

The hallway leading down to her room is near-empty, faint noises coming from behind closed doors. Not everyone’s moved in yet; classes only start in a week. It’s quiet, the way she likes it. Max’s gaze catches on a couple of girls standing a few feet away, if only because they’re right there, and then ends up lingering because-- um, wow.

They’re both gorgeous, which makes Max instantly self-conscious for even thinking, yet not enough to tear her eyes away. She only ducks her head a little, peering at them through the thick veil of her bangs as her pace slows to a still. They’re just talking, joking around -- what about, she can’t tell. They’re hardly so far away for their words to be inaudible, but they’re so caught up in each other that it’s like a forcefield surrounding them, unbreachable to any outsiders.

One is tall-- like, so tall she’d tower a full head over Max, probably, and she’s decked out in full punk getup, leather jacket and studded belt and chunky army boots, down to those spiky bracelets that look like they could poke someone’s eye out. A _lot_ of her looks like she could poke someone’s eye out. She’s all sharp angles, long wiry limbs that refuse to be tucked in, domineering the space around her with the sort of unapologetic ease that Max has always yearned for. From where she’s standing, she can’t get a good look at her face, but she does get an eyeful of bright blue hair spilling free from under her beanie. Max has always been too chicken to do anything too bold with her hair. It looks awesome.

The girl with her is her own brand of beautiful. Her style is more subdued: a short-sleeved T-shirt with the name of a band Max doesn’t know, ripped jeans hugging her hips, red flannel tied around her waist. She’s softer, but in a firm kind of way -- sturdy shoulders and strong-defined arms, full lips and full hips, hair spilling in a caramel-honey waterfall down her back. Even just the way she stands emanates the palpable charisma of someone who just stepped out of a red carpet event. She looks like she could be a model, or an athlete, or the lead singer of a band Max isn’t hardcore enough to be listening to, or possibly all of those things simultaneously. Max didn’t even notice when it was that she’s started stepping backwards, so entranced and intimidated by their combined aura that she doesn’t feel quite right breathing in the same air.

God. Is everyone at Blackwell going to be this unbelievably _cool_? Because these are the first students she’s met and already she’s feeling a hundred and twenty miles out of her league, and--

Max’s eyes widen, her thoughts swerving off-track with a deafening screech as the blonde leans up to her tiptoes, and presses her lips to the taller girl’s own. Over the thundering of her own heart, Max hears her next words with perfect clarity: “Thanks for helping me unpack, Chloe.”

Her hands are shaking. Her throat closes up. This suddenly feels very much like panicking, which is ridiculous, it doesn’t make sense, there’s probably like ten Chloes in Arcadia Bay alone-- it doesn’t have to mean _her_ Chloe, with her pink printed sweatshirts and long blonde hair who’d fawn with Max over Nick Jonas. It’s _a_ Chloe. That’s all.

But then the Chloe says “You know I’m your bitch,” and laughs before turning away, and with nowhere to hide in the middle of the hallway their eyes meet and it _is_. It is her Chloe. Down to the slant of her nose from when she broke it falling face-down off her skateboard in fifth grade. And Chloe’s eyes go wide as dinner plates, the smile gone from her lips, her voice as thin and shaky as she remembers it from the day she told her she’s moving away--

“Max?”

“ _Max_?” The blonde’s brow shoots up towards her hairline, and then she’s turning to stare at her, too. Max’s lungs freeze. She can’t breathe. She can’t think. The only thing she knows is that she has to get _out_ of here, and then she’s hurtling forward on unsteady legs, shoving past the two of them (some ingrained part of her still insists on squeaking out _sorry_ ) until she’s in the safety of her room, door slammed shut behind her. 

Chloe doesn’t follow after her. No knocking, no more calling out her name. Max stays with her back against the door for the next ten minutes anyway, forcing in deep gulps of air.

Shit. Shit. _Shit._ She’s so fucking stupid. She’s barely been here a day and she’s already fucking it all up. What is she going to do? Is it too late to pack everything up and go back to Seattle? There’s no way she can face Chloe again after this. Or her supermodel girlfriend, who Chloe’s probably told all about her just from the _look_ she got in her eyes at the sound of her name. _Yeah, that’s Max. The one who used to call herself my BFF, then fucked off to Seattle when I needed her most and disappeared without a trace. Can you believe the years I wasted on her bullshit friendship?_

“Shit,” Max chokes out, pressing her palms hard over squeezed-shut eyes. She can feel the salty sting of tears well up, slipping through the shutters of her eyelashes. She’s such a stupid _baby_ , like she even has the right to cry when she left Chloe all alone. But the tears won’t stop. She can’t get them to stop.

_A little awkward._

Yeah, right.

 

* * *

 

Max gets through the following day without seeing either one of them. In fact, she doesn’t see much of anybody. She tells herself it’s fine, that she’s got unpacking to do, and busies herself with the tedium of sifting through boxes to distribute their contents throughout her small, bare room. It’s comforting in its own way: too menial to require any real thought, but just demanding enough to keep her hands working and her thoughts from straying. Chloe and that girl only cross her mind a handful of times, and when they do, Max only throws herself deeper into her task. Folds her pajamas into tighter squares. Rearranges the order of her photos on the wall one more time. She only takes brief, oddly-timed breaks to get herself food, and shuffles through the hallways like a particularly socially-stunted ninja. If it looks pathetic, then it absolutely feels that way, too.

 _God,_ she laments as she settles back in her room with the tuna sandwich and apple she snagged for lunch. _It’s only my second day here. Is this what it’s going to be like for the next two years?_

There’s no way she’ll make it. No, she’s gonna have to suck it up and face the music. She knows that. She _knows_ that, but…

Max casts a weary glance across her dorm room floor, and heaves out a sigh.

Still three boxes left. After that, she’ll get her act together.

Or so she tells herself. But then it’s ten PM when Max heads for the showers that evening, and it’s not because she’s been stalling on purpose. Time just slips between her fingers so easily; she couldn’t decide whether her CDs should go by band name or by genre or band name _within_ genre, and her books weren’t enough to fill the whole bottom shelf so she had to find something to prop them up with, and unpacking her guitar reminded her she hasn’t practiced in ages, and…

And, okay. Maybe there’s a little grain of hope inside of her, wishing that it’s late enough now that most girls will have cleared out of the showers. No, she can’t go through her entire Blackwell career in hiding -- but the day’s practically over already, she can get her fresh start tomorrow….

_You suck, Max Caulfield. Royally._

Her bare feet pad across the floor as she makes her way down the hall -- it’s dimly lit now, and quiet, save for the echoes of low chattering and tinny cellphone-speaker music. That brings some comfort, at least. Nighttime has always been soothing to Max, and in this moment of undisturbed peace, free of distraction, she’s able to begin gathering her courage. Right-- she’ll take a nice long shower, clear her head, get a good night’s sleep, and by tomorrow morning she’ll have calmed down enough to deal with all this like a real adult. Sure, she freaked out yesterday, but she freaks out over _everything,_ and the more time stretches between that mortifying moment and the present, the more Max is able to recognize her behavior for how utterly ridiculous it was.

She saw Chloe for the first time in five years, kissing a girl. A gorgeous girl. So what? It’s not that big a deal. At the very least, Max should go up to her and offer a proper hello -- not to mention an apology. Chloe might not accept, but she doesn’t have to. All that matters is that she tries, right?

Emboldened by her own string of thoughts, Max pushes past her gloomy haze and nudges the bathroom door open. It’s then that she’s greeted with no other than that same gorgeous girl Chloe was kissing, combing through her dampened-dark locks before the mirror in a pajama top and very short cotton shorts.

Max immediately turns on her heels and makes back for the door.

“Oh, don’t be shy!” The girl’s voice catches up with her before she can make her escape, so friendly and kind and silky-smooth that it freezes her right in place. “I was just finishing up.”

“Ah,” Max answers, shower bag hugged to her chest and hand clamped awkwardly over the handle. She pries it free finger by finger -- can’t quite scrounge up the courage to turn back around. “Okay...”

When she next hears the girl’s voice it’s from dangerously close to her ear, and the tickle of her breath makes Max jump and nearly drop everything she’s holding. She laughs-- she actually _laughs_ at her, but the chime of her giggle is so pleasant and bright that Max can only feel her cheeks burn in retaliation.

She chances a glance at her from the corner of her eye, and the girl catches it, holds it in place, and meets it with a smile.

“We had a pretty rushed first meeting the other day, didn't we? I’m Rachel Amber.”

She holds out a hand for Max to shake, but all she can do, at first, is gape. Rachel Amber from up close is… a lot to take in. An elaborate black-inked dragon coils all around her forearm, with its dozens of scales and curled claws and long fangs, down to the inside of her wrist. Her cheeks dimple when she smiles. And she smells _good_ , stupidly good, engulfed in a dense cloud of jasmine and chamomile that leaves Max keenly aware that she herself hasn't showered in over twenty-four hours.

But what's way more embarrassing than that is staring on in stunned silence when someone just introduced themselves, so Max kicks herself back into action, and clumsily plants her hand over Rachel's waiting palm -- just beneath the pointed tip of the dragon’s tail.

“I’m Max Caulfield,” she says, and Rachel answers lightly: “Yeah, I know.”

Right. Of course she knows. Still, the response leaves Max at something of a loss. “You… know,” she repeats, coming out odd and flat, but Rachel doesn't seem to mind at all.

“Chloe's told me _so_ much about you. And as we're neighbors and all, I'd like for us to be friends. What do you think?” She smiles again, dimples and perfect white teeth. It doesn't sit well with the growing knot of tension in Max's gut. This whole situation is becoming just a little too surreal, and Rachel's so beautiful that she barely feels human. The urge to run hasn't stopped pulling at her, but Max's feet are rooted to the floor.

“I think… “ she begins slowly, rolling her tongue around her mouth as she weighs the words in her head, “that if Chloe's told you about me, you shouldn't have any reason to want to be my friend.”

That marks the first chip she sees in Rachel's saccharine demeanor, the upward quirk slipping from her lips, perfectly manicured eyebrows lifting. “I’m… not sure what you're imagining,” she says, canting her head to the side so her hair sweeps down one shoulder, “but she's told me nothing but wonderful things.”

The words close like a pair of pliers around her heart, and Max stiffens.

“.... Did she?”

“Well,” Rachel adds after a beat, speaking slower now, as if forming her words with great care-- “and that she's been missing you terribly.”

Max’s gaze drops to the floor, and she squeezes her bag tighter to her chest. She wants to run. She doesn't want to be here. This isn't a conversation she's even ready to have with _Chloe_ , how could she possibly be having it with Rachel, someone she's known for all of three minutes? Even if… even if Rachel already knows about her...

Even if Rachel probably knows Chloe better than she does, by now.

“Yeah, this is weird.” Rachel's the one to say it first, catching Max unprepared. It brings some relief -- and it's also a little terrifying. What, she's psychic now, too?

But Rachel takes a step back, taking her jasmine-chamomile mist with her, and Max can breathe a little easier. She embraces it with a grateful inhale and exhale, so heavy that it slouches her shoulders, and it doesn't occur to her she's essentially stamped _I'm a nervous wreck_ across her forehead until she sees the furrow of Rachel's brow.

“Sorry,” Rachel offers with a lopsided smile.  “I don't mean to get all up in your business when we just met.” She holds her hands up at each side of her head in a show of surrender, and it seems sincere; Max feels her own guard lower in turn.

“It’s fine,” she mumbles in response, and turns to fully face Rachel for the first time. “It’s just, a complicated situation, with Chloe and me. And I don't really know you yet, so…”

“Right. Of course.” Rachel's smile is mellow, understanding. “I’ll just say this, then: Chloe’d be so happy to get a chance to talk to you, now that you're here. You know…" A shrug. “If you wanted.”

Max nods awkwardly, brushes at her bangs. Part of her, she thinks, craved this reassurance -- that's what the swelling feeling in her chest must be.

“Thank you. For saying that. But, um…” It's far from enough to put her uncertainties to rest, most especially when she's grappling with the image of Rachel Amber like a particularly tricksy bar of soap in the shower. “I think if I were Chloe, and I saw me again, I'd probably want to punch me more than anything.”

The little laugh that wins her feels oddly like an achievement, before a pensive look crosses Rachel's features. She's quiet a moment, before perking up again: “Oh, have you finished unpacking yet?”

Max is left blinking dumbly in the face of that non-sequitur, and she goes over the last few moments of conversation in her head, just in case she zoned out and somehow missed, like, a whole bunch of things. But no explanation surfaces, and in the end, she just answers honestly. “Uh. Yeah?”

“Great! Can I see?”

“You... want to see my room?” She blinks one more time for good measure. “Like, right now?"

“Yes, right now!”

That feels just a little bit off, like maybe it doesn't fit that well with Rachel just apologizing for getting all up in her business when she just met her. But then, it's not like there's anything so outlandish about visiting each other’s dorms when they're going to spend the next two years living five doors apart, and Max's room is probably the tidiest it's ever going to be at this point, and Rachel's smile is so _earnest_ that Max just stammers out a flabbergasted “Sure" and leads her out the door.

So she shows Rachel to her room, and Rachel doesn't hesitate a moment before diving right in, looking this way and that with the sparkly-eyed marvel of a little girl at Disneyworld. Max stands hunched at the doorway like _she's_ the alien visitor, trying to make sense of Rachel Amber for the dozenth time this evening. What is she thinking right now? What is she hoping to find in her room? Is she just being friendly, and Max is so socially dense that she doesn't know how to handle it? Damn it, she's got her stupid photos on the wall, what if Rachel thinks they're bad-- oh god, no, _worse_ , Captain Fuzzums is right there on her bed, Rachel's gonna think she's a _baby--_

“Your room’s so _nice_ , Max,” Rachel's voice cuts through the anxious clutter in her head, snapping her back to reality. She's leant down in her very short shorts to leaf through her library, and Max looks pointedly away. “I’m going to guess you're in the arts track?”

“Yeah,” she breathes out. “For photography."

“Me too! For drama.” Rachel hops back upright, and her eyes sparkle when she says it. Drama. It makes perfect sense. She twirls as she makes her way over to the collection of polaroids on the opposite wall, leaning in close, but careful not to touch. “So you took all of these? They're awesome.”

Max shrinks into herself a little more, bracing against the heat scaling up her neck. “They’re really nothing special.”

“Shush,” Rachel scolds, and wags a finger. “First rule of being an artist: always sell yourself for more than you think you're worth.” She maintains her stern expression for all of two seconds before it cracks under her grin. “And besides, I like them.”

It's spoken so decisively that Max can't even think to argue back.

“How long have you been playing guitar?”

“Oh-- since I was twelve, on-and-offish. I've been slacking lately, though.”

“Hey, that’s cool. I was a piano girl myself. Let me hear you play, sometime.”

Rachel drifts from one detail of her room to the next, stopping to linger on each one like they're pieces of some precious puzzle. It's kind of embarrassing, yet Max finds she can't bring herself to mind, swept into Rachel's bright rhythm and easy laughter.

“Oooh, a teddy bear! He's so adorable!”

“I’ve… I've had him since kindergarten. It's just hard to let those things go, sometimes.”

“Why let him go when he's this cute?” Rachel picks him up and spins about, golden hair dancing around her like the sun in an Impressionist painting. “Does he have a name?”

“Iiit’s,” Max rolls her head to the side through a wary admittance, “Captain Fuzzums.”

“Max--” Rachel leans in very seriously. “That's the most precious thing I've _ever_ heard.”

And before Max knows it, she's smiling.

Her legs carry her towards the center of the room as Rachel chatters and flutters about, and soon she's even volunteering little bits of information without needing them coaxed out of her. She shows her her favorite vinyls, and tells her the two kids in that Fremont Troll photo are Kristen and Fernando, her two best friends from Seattle. There's still that nervous, jittery buzz in her chest all the while, but it's not paralyzing the way it was before. In a way, it's actually kind of… nice.

It's only when Rachel picks up the little plastic figurine off her shelf that Max freezes, and her defenses slam up again.

“And what's this?”

“That’s--" she hastily reaches over, snatching it from Rachel's hold. The startled arch of Rachel's eyebrow has her on edge all over again, and Max wills her shoulders to relax even as she clutches tight onto the toy. “It’s just um, old. It was a birthday present… from Chloe.”

She slowly unfurls her fingers from around it, looking down at it with a sigh. It was a piece of one of the boardgames they used to play, originally, but Chloe painted it and dressed it up and now it's First Mate Max, freckles and eyepatch and all. Chloe had made one of herself, too, for her to keep.

It's so tiny, the amount of care it must've taken to get that level of detail amazes Max even today. Even if the paint is a bit rough in places, and her mouth is drawn on a little uneven. She doesn't care. She's thought it was perfect ever since she was ten.

“Arcadia Bay Pirates, right?” Rachel pulls her out of her thoughts with a laser-point precision that makes her stomach flip. “Half of a set.”

Max looks up at her, eyes widening as the implication sinks in. But Rachel spells it out anyway, doesn't leave any room for doubt: “Chloe still has hers on her shelf, too.”

And Max says, “Oh.”

“Max,” Rachel urges, almost pleading, her hand cupping Max's shoulder-- “just knowing you held on to this and brought it all the way here would mean the _world_ to Chloe.”

She holds her gaze for one long moment, and Max is caught, pinned by the raw shimmer to her eyes. Dancing and alive, almost electric. Then Rachel lets go, fingers sweeping down her arm before drawing back, and Max's lungs remember how to work again.

“Well-- I'll leave you to it, then. But I hope you keep that in mind.” Max follows her with her eyes as Rachel heads towards the door, a breezy lightness to her step like that moment just now never happened. “Thanks for showing me your room, neighbor. I'll see you around.”

She throws her one last smile and a wink, and then she's gone. Just like that.

Okay. Wow.

Max flomps down onto her bed, dazed. If she had no idea what to make of Rachel before, astoundingly, now she has even _less_ of one -- she thinks of her and she can't shake the image of that coiling, bare-fanged dragon, but at the same time she’s reminded all too vividly of the fairy princess in that picture book she had when she was six, flitting about pretty and bright.

Indecipherable as her aura may be, it's undeniable in its intensity; it lingers in Max's room like a solid presence, carrying her scent, that glint in her eyes, the brush of her fingertips. It occurs to Max she's never in five years been the recipient of so much pure, undivided attention, much less from the kind of girl who steals all the light in the room the moment she walks in. That must be why she feels so strange, why her heart is thundering in her chest, even now.

She looks down at the little painted toy still resting in her palm, turns it around between her fingers. Regardless of who Rachel is, regardless of her intent… she obviously cares about Chloe. That alone has Max inclined to believe her.

Chloe still has hers...

 _Tomorrow_ , she thinks, and for the first time there's real conviction behind it -- and honest hope for what it may yield. _I'll go see Chloe tomorrow. I'll get up early and..._

Shower. It's then Max realizes that in this whole mess, she'd forgotten all about her shower.

Shit.


	2. we were younger

**Summary for the Chapter:**

> Max goes to visit Chloe. It doesn't quite go as she expects.

**Notes for the Chapter:**

> Hey there! Thank you guys so much for the warm reception -- your comments and feedback were absolutely delightful to read, and we're grateful for each and every one. Here's hoping you enjoy this chapter, as well!

Chloe’s house looks exactly as she remembers it from five years ago, only more tired.

The vibrant blue coating its top half has dulled with sun-heat and rain; the bushes outside are tinged faintly yellow with thirst. The swingset, where they’d spent so many lazy afternoons swaying back and forth, stands proud in the front yard still -- revealing its age through the chips in the paint.

And Max stands at the front gate like a dumbass, trying to psych herself up into entering.

She’s not going to chicken out. Not after coming this far, and not with Rachel’s words clinging to the inside of her head like glue. Maybe it’s stupid to rely this much on advice from a stranger, but Rachel just-- she seemed so _sure_. And a tiny bit of that sureness must have rubbed off on Max, because here she is, standing here now.

She just wishes it could’ve been a tiny bit _more_.

She took the little First Mate Max. The toy sits in her hoodie pocket, and she keeps reaching inside for it, fiddling, rubbing it between her forefinger and thumb for reassurance. It's not that she's going to show it to Chloe -- god, no, that would be awkward in so many ways. It's more of a good luck charm than anything.

Pulling the figurine halfway out of its resting place, Max peers down into its freckle-painted face. “What do you think, teeny me? Should I get over myself and do it?”

She tilts the toy forward in the closest mimicry of a nod it can produce, and sighs.

But she does it. Swallowing down against the nervous swirling in her stomach, Max takes one step after the other, crossing the front yard. She makes it all the way up to the doorstep, even lifts a hand towards the doorbell -- when a scream and a crash resound from the inside, stopping her dead in place.

“Back off! Just get away from me!”

Chloe's voice. It's throaty and strained and raw with panic, instantly igniting a mirroring current of anxiety in Max's chest. A gruff male voice she's never heard before, sounding like someone much older and bigger than Chloe, booms back:

“You’re bringing this on _yourself_!”

Max's knees tremble, her heart launching into a jackhammer pace. What? What did she just walk in on? Who the hell is that man, why does Chloe sound so scared, is he _hurting_ her--

Panic lurches her body into action, the way it did two days ago in the hallway but intensified tenfold. Max yanks the door handle, but it refuses to budge-- locked. She glances this way and that in a helpless frenzy before she remembers, Joyce keeps a spare key inside the fuse box, or _god_ she used to five years ago, she hopes it's still there, please let it still be there--

The key is where she remembers, the front door yields for her, and Max stumbles inside in her rush. The yelling grows louder, pouring in from the living room, but Max can barely make it out over her heartbeats and the buzzing jumble of her thoughts.

It does occur to her, briefly, that if this man is bigger and stronger than Chloe, then he's most definitely bigger and stronger than _her_ , and she's got no real way of standing up to him. But the thought’s only enough to deter her for a second -- she decisively grabs the floor lamp by the entrance, wielding it like a spear as she storms inside:

“Get away from her!”

It's enough, at least, to halt whatever scene’s been taking place. It's an ugly one; the coffee table’s upturned, the very air in the room broiling with tension. Chloe and the man both fall into startled silence, turning to look her way.

Chloe's eyes are wide, wetness shimmering weakly at their edges, and there's a glaring red mark across her cheek. Max's chest instantly twists up at the sight, and she holds the lamp up higher, drawing herself up to her full height as she meets the attacker’s stare. Not that it makes any real difference-- the man, much like she imagined, looms tall and square-shouldered, rough features twisted further by a snarl. He could snap her like a twig.

Max plants her feet firmer on the floor, tries to stop her knees’ shaking as he barks:

“Who the _hell_ are you? What are you doing in my house?”

“This isn’t your--" she shoots back on instinct, then feels her blood run cold as the words catch up with her. “--What?”

“I _said_ , what are you doing in my house?” Shaking off his initial shock, he begins moving towards her, footfalls thudding loudly in his heavy boots. “I know I locked the door, how did you get in? Do I need to call the police, kid?”

But Chloe moves, too, jumping in front of Max with her arms spread out. “Step off her, man, she's my friend!”

“Your _friend_ ,” he echoes. “Your friend broke in here and tried to attack me with our lamp?”

“I heard the yelling,” Max pipes up. Despite the budding realization she hasn’t the slightest idea what's going on, there's one thing she knows for certain: that the redness marring Chloe's cheek had to come from him. That, combined with Chloe rushing to her defense, emboldens Max enough that she walks around from behind her, to challenge the man face to face. “I heard you hurting her. So go ahead. Why _don't_ you call the police?”

The words come out with such unprecedented confidence that they stun him speechless. They kind of stun Max, too. She lowers the lamp onto the floor, and they spend a moment staring at each other in equal disbelief, broken only when Chloe grabs her by the wrist and pulls her to the door.

“Come on, we're getting out of here.”

There’s no real room for questions as Chloe leads her down the street, her pace wide and hurried, as if scared the man will give chase. Max's breath runs short just trying to keep up; they sprint the whole way in frantic silence. At last, Chloe comes to a stop before a beat-up old truck, yanks open the door, and jumps in before gesturing for her to do the same. Max doesn't question that, either, just obediently climbs up after her. By now, she's kind of dizzy, the swirl of adrenaline, fear and breathlessness flooding her senses.

Chloe starts up the engine and slams on the gas, and with a sputtering cough of black smog, the truck hurtles down the street. The two of them get the chance to settle, finally; Max takes a deep breath and lets it out in a weighty sigh, watching Chloe’s bony fingers loosen around the steering wheel as she does the same.

At the first stoplight, Chloe tilts her head. She catches Max’s gaze from the corner of her eye, holds it a moment--

And then bursts out laughing.

“Max, what the _fuck_?”

A surge of heat and color instantly shoots up Max’s neck. “I-- I don’t know! I panicked! My fight or flight response kicked in, except I guess it was the fight part-- I thought you were being threatened by like, some deranged gunman or an axe murderer or _something_ \--"

That only makes Chloe’s laugh come out louder, and she hunches over the wheel in her struggle to contain it, one hand pressed to her stomach. Max fumes. “Shut up!”

“I can’t believe you broke into my house to save me from fucking _David_!”

“It’s not breaking in! I used the spare key!” But once her kneejerk defensive reaction is out of the way, she collects herself somewhat, gearing up to the question she’s wanted to ask from the start: “Who… _is_ David?”

Chloe’s laughter dies down after that.

“Some douche with a microdick who’s dedicated his life to overcompensating,” comes her dry answer. The light changes. Chloe keeps driving. “And who my mom tragically married.”

“Oh no,” Max blurts out, failing to rein in her gut reaction long enough to compose an appropriately delicate answer. The realization settles in layers: that she really did just break in and threaten someone in his own house, that Joyce had moved on and remarried-- that Joyce had moved on and remarried to someone who hits Chloe.

Max’s stomach sinks.

“Does Joyce know? That he hurts you...” She reaches out with barely a thought, to brush the faint hint of pink that still clings to pale cheek. Chloe flinches back, angling her head harshly towards the window, and Max ruefully draws her arm back.

“Nah, he watches himself when she’s around. And my mom’s got enough shit on her plate already, so... whatever. He’s not always this bad, anyway-- he was just extra pissy at me today ‘cause I got kicked out of my job.”

Max doesn’t feel like it’s _whatever_ at all, but just from the way Chloe talks about it, she thinks it might be better to keep that to herself. She only just came back after five years, after all. She’s got no right to comment on Chloe’s life so lightly.

So instead she offers, uselessly: “I’m sorry to hear that.”

“Nah, it’s cool. It was fucking Starbucks. I’m beyond ready to move on to less pretentious pastures, free of pumpkin soy lattes. The jobless dropout combo just grates the shit out of David’s cheese.”

“Oh.” Max blinks. The information takes a second to register. She didn’t see her name on the dormitory map, so she’d just assumed she lived at home, but... “I thought you went to Blackwell?”

“Not anymore!” Chloe stretches her arms out before slamming her hands down on the wheel, face lighting up in a grin. “I’m a free spirit, bitch!”

“Doesn’t sound like you particularly miss it,” Max remarks with a cautious little smile.

"Blackwell is a hellhole filled with shit, where shitty people go to be shitty to each other and themselves." Chloe fires that shot point-blank, only hesitating when Max responds with a stunned gape. “Uh, no offense.”

“None taken,” Max recovers with a shrug. “I mean, I have no way of knowing yet, so…”

“Guess you’ll be finding out the hard way. Or, hey, maybe you’ll fit right in with those high-off-their-artsy-farts types-- what do I know.” Chloe gives a dismissive little wave of her hand, and it stings, somehow. _Of course you know_ , Max wants to say. _You know me._

“Yeah. Maybe.”

The air between them dips into silence, and moments pass without another word spoken. Max takes that as her chance to look at Chloe-- like, _really_ look at Chloe, without the confusion and the panic and the mess. It's kind of incredible, actually, when she stops to think about it; she's really sitting here, with Chloe, in her car. She _drives_ now. Which makes sense, she's nineteen, Max is the weird one for never getting her license.

But Chloe just feels so much older. There's a rigidness built into her wiry shoulders that was never there before; her cheekbone cuts like the facet of a diamond. Her baby-face and gangly frame have grown into a new shape that's hard and sharp and beautiful, and it makes Max's chest tighten with something between mourning and awe.

At the next light Chloe catches her staring, and wordlessly raises one eyebrow. Max quickly ducks her head away, reaching into her hoodie pocket to fiddle with the figurine again. It soothes the churning in her stomach, just a little.

A cursory glance out the window, and suddenly it occurs to her to ask: “Where… _are_ we going, actually?”

“Well, I’m hungry, and it’s Mom’s shift at the Two Whales.” It’s as matter-of-fact as can be. But then, a beat, and Chloe adds: “I can drop you back at Blackwell if you want, though.”

“No!” Max answers a little too quickly and a little too loudly, and reins herself in a little too late. She shrinks into herself through a spreading flush. “I mean… I came over hoping to see you, so… lunch together would be nice. If you want.”

She looks cautiously to Chloe, and Chloe looks back at her. Max’s heart stands still as she waits for her reply.

“Yeah,” Chloe says, and Max’s heartbeats resume at double-pace at the spread of her smile. “Sounds good to me.”

 

* * *

 

The Two Whales is just the same, too, from the scratchy country music playing from the jukebox, to the thick scent of bacon and waffles drifting in from the kitchen, down to the people who come there for lunch. It's kind of like a time capsule. The moment Max sets foot inside, she's thirteen years old again.

A famished thirteen year old, at that.

“Grab a seat, Max,” Chloe instructs as they pass through the row of tables in search of an available spot. “Be right with you, just gotta take care of this garbage first.”

Just as she's told, Max settles into the first available chair. She watches Chloe head straight for the jukebox, cranking it this way and that, until the cheery, humble tune is replaced with the loudest possible clash of drums and electric guitars.

“Now that’s more like it,” she declares as she hops onto the seat opposite to Max boots-first, before stretching her long-long legs down towards the floor. Max can't help but marvel internally at how cool she looks doing pretty much anything, the masterful confidence with which she's grown into her once awkward, lanky limbs.

Out loud, she comments: “You used to like country.”

“ _You_ used to like the Backstreet Boys,” Chloe shoots back. “Isn’t it great how people acquire actual taste over time?”

Max huffs from under her bangs, and mumbles: “Shape of My Heart is an anthem of our generation.”

Chloe rolls her eyes through a drawn-out snort, then abruptly bolts upright in her seat, sticking up an arm-- “Hey, Mom! Guess who I brought over for lunch!”

Joyce, who’s clearing the table two booths down, shakes her head with a wry smile. “Yes, hello, Rachel," she begins, and only when she finishes stacking up the plates does she look up and gasp, loudly. “Oh, my stars and garters! If it isn’t Max Caulfield in the flesh!” The dishes are immediately discarded as she rushes over, not hesitating a moment before pulling Max into a hug. Max is instantly wrapped up in her scent, floral perfume and diner food, and it’s so overwhelmingly comforting that she wishes she could bottle it up and take it home. One-hundred percent organic, condensed nostalgia. “Why, I never thought I’d see the day! What brings you around these parts?”

“School, actually,” Max answers, meeting Joyce’s zest with a shy little smile. “I'm starting at Blackwell this year.”

“Well, isn't that wonderful news!” She gives Max’s shoulder a squeeze before finally pulling back. “Pick anything you want off the menu, sweetheart, it's on the house. Consider that your welcome back gift.”

“Ooh!” Chloe perks up, nudging at Max from across the table. “Get bacon, get bacon--”

Joyce rolls her eyes, but not unkindly. “You can get your own, Chloe. It’s all going off your college fund, anyway.”

So Chloe gets her eggs and bacon and Max gets her pancakes, and when they’re not stuffing their faces Chloe grills her about Seattle. Max is a little sheepish to answer at first, but finds she’s as weak to Chloe’s poking and prodding as she’s ever been, and slowly opens up to reveal more and more. Chloe starts out cynical, her questions wielding blunt, unmasked jabs, but the more Max shares -- about her school, the museums and galleries, the Space Needle and the Troll and the really good ice cream place just by her house -- the more she’s met with honest curiosity. And she can see the spark in Chloe’s eyes, a light that says _I want to see it, too._

And Max wishes, far from the first time, that she could’ve taken her with her.

 

* * *

 

They go to the woods, afterwards, where they used to play as kids. Max is pleased to see the trees towering tall and healthy still, the canopies dancing overhead in lively autumn colors. Dirt and leaves mark her sneakered footsteps in soft crackle-crunches, and she thinks of how the fallen branches would snap beneath the stomp of First Mate Max’s mighty boots, as borrowed from her dad.

“It was so good to see Joyce again,” she muses aloud, stepping over a particularly thick root protruding from the grass. “And her pancakes are still so amazing.”  
  
Beside her, Chloe offers a laugh. “It’s cute how you get all sentimental about this stuff.” And a shrug. “Can’t relate.”

Guilt nips at Max’s chest, at that. “I guess it’s that… being away really makes you appreciate all those things Arcadia Bay has, that other places don’t. I mean, look at this,” she stretches both arms out at her sides, “there’s so much nature, and birds chirping, and _squirrels_ …”

But something catches her attention, and she halts mid-step and mid-thought. “Oh my god, is this our tree?” She circles it excitedly, keen eyes searching for the proof-- “It is! Our names are still on it!”

Chloe leans over to study the same spot, where _Max+Chloe=BFF_ had been carved into the wood inside a heart. “Shit, dude, they are.” She looks the tree up and down with one hand in her jacket pocket, Max’s bouncy-bubbly energy at the discovery catching on the corners of her smile, but not quite beyond that.

“Remember when climbing up to this branch felt like scaling Everest? Now it’s not even my height.” Holding up a hand to it, Chloe traces a straight line from its edge to the middle of her forehead. And another line, from there to the space a good few inches above Max’s head. “I guess for _you_ it’d still be a feat, though.”

“Hey!” Max puffs out her chest and stands up straight, still nowhere close to reaching Chloe’s hand. “I could climb it.”

“Oh, yeah?”

“Yeah, sure I could! Probably?”

Chloe says nothing, only gives her that toothy, shit-eating Chloe smirk, and that clinches it.

“You’re on.” Max thrusts her bag into her arms. “Hold this."

Then she rolls up her sleeves and gets to climbing. It’s been an awfully long time since Max has last attempted to climb anything, much less a tree -- but she figures that like riding a bicycle, it’s one of those things that remain etched into your muscle memory. She hugs the trunk with both arms, feels around with her foot for a gnarl she knows should be there, and while it’s neither smooth nor elegant, before long she’s making her ascent. Her arms strain with the effort, and she almost loses her grip once, but the knowledge that Chloe’s watching with that smirk still on her face is all the incentive she needs.

A strenuous few minutes later, Max reaches her mark, and she seats herself atop the branch with the same sense of accomplishment that undoubtedly filled Neil Armstrong as he jabbed the US flag into the moon. Chloe commends her great achievement with thunderous applause and a hoot, coaxing a pleased little smile from Max’s lips. “See? Easy peasy. Max’s still got-- _ahh!_ ”

She doesn’t have time to process when the branch gives way; it happens all at once, the ferocious _crunch!_ of breaking wood her only warning before she’s hurtled towards the ground. Chloe casts her bag aside as she moves to catch her, and she succeeds, but she must not have been quite prepared for Max’s body weight as a full-grown adult because in the blink of the eye they’re both on the ground, Max on top of Chloe, Chloe’s arms around her.

“Ow,” Max whines, and feels Chloe laugh-groan beneath her. She pushes herself up on her elbows, so she's no longer got her face smushed up against that bony stickman shoulder, and just then Max's brain glitches out-- because she can tell Chloe's talking but the words don't register, and all she can focus on is how long and pale her eyelashes are, and how she smells of guys’ body spray, and how her lips look kind of chapped, which makes sense because it's autumn and Chloe's lips would always get dry and she'd pull at them, even when Max told her it's gross--

“Yo, Max.” Chloe pokes a finger right at the center of her brow, making for a rather cross-eyed jolt back to reality. “You okay? You’re not getting concussed on me, are you?”

“Y-yeah, no, I'm fine,” Max stammers as she rolls off of Chloe, frantically brushing the dirt off the knees of her jeans. It takes a second for her manners to catch up. “--Thanks.”

“Hope I at least made your fall a bit cushier,” Chloe says with a hint of a grin, pushing herself up into a sitting position. Then something on the ground catches her attention-- “Oh, you dropped your…”

Chloe only recognizes the figurine once she's holding it up between her fingers, and her expression melts into a look of soft-jawed wonder. “Wow. You actually held onto that thing?”

A fresh wave of heat washes over Max's cheeks, and she winces against it. She really, really hadn't meant for Chloe to see that. Even if she still kept her half of the set, having it standing on your shelf and carrying it around in your pocket are two totally different levels of emotional investment. The second of which almost definitely being the one where it starts getting weird.

Still, Max can only answer honestly. “Of course I did. It was from you.” Her shoulders hunch up, bracing for the blow with a low mumble: “Sorry. I guess that’s kind of dopey.”

But Chloe laughs, a warm, pretty sound, and presses the toy softly into Max's palm. “You haven’t changed a bit, huh?”

Max’s lips form a smile in an instinctive response to Chloe's own, even if she's not sure that's something to be proud of.

“And you’ve changed… a lot,” she answers, gaze escaping downwards as she pockets the toy. “I mean, you’ve got your awesome style and everything, with the blue hair, and the piercings… you look so badass, Chloe.” She meets her eyes again, timid. “I’ve been wearing this hoodie since ninth grade.”

“Well, hey, if it fits.” Reaching over, Chloe picks up the hood, and yanks it clean over Max’s eyes. Max yelps in protest, and sends a pointed huff Chloe's way as she tugs the hood back down.

“I like that you’re the same,” Chloe continues, with that nonchalant sincerity Max has always admired in her. “You don’t gotta change if you’re good the way you are.”

But it's hard to accept, when it doesn't feel deserved. Max draws herself up onto her feet, balling both hands up in her pockets. “I don’t know about that,” she says, with some attempt to keep her tone light that doesn't stick.

Chloe stands up, too. She looks at Max like she’s waiting for her to continue, or maybe it's just Max projecting the pressure she feels outwards. Either way, she wants to say it. She has to, doesn't she? It’s what she should’ve said from the start...

Max sucks in a breath, steeling herself. “Chloe, I-- I wanted to apologize. I didn’t want my first time seeing you in five years to consist of me having a total meltdown and bolting, but I guess… that happened whether I wanted it or not. I probably looked like a nutjob. And also, just, really rude.”

She’s twiddling her toes inside her sneakers, rubbing the plastic toy inside her pocket for support again. Like it’s some kind of tiny security blanket. It’s hard to hold Chloe’s gaze -- her eyes keep flickering this way and that, but at the very least Max makes an effort to keep refocusing them.

“It’s just-- I’d been planning to like, write up this whole apology speech in my head, and come up to you knowing exactly what to say, and when I saw you in the hallway I didn’t even recognize you at first but then I realized it _was_ you and I wasn’t prepared at all, so I panicked and ran like a loser.” There she goes again, staring at the ground and only catching herself too late. Max sets her jaw, and lifts her head back up. “I’m so sorry, Chloe.”

And at the end of all that, Chloe just shrugs. “It’s fine. I get it.” A pause, and then as if to soften her brusqueness, she adds: “For what it’s worth, I had no idea what I was gonna say there, either.”

She even tries for a smile. It has Max’s confidence building up a little higher.

“I... have it figured out now,” she says, determined. Yes-- right now, she thinks she really might be able to do it. “What I want to say.”

But Chloe fails to look particularly moved, or in any way eager to listen. In fact, her expression is a perfect blank. She blinks slowly at Max, like her words had come out in some alien language, before finally shaking her head. “I don’t need it.”

Max has no idea what to make of that.

“I…” she starts, stops, swallows. “What?”

“I don’t need it, Max. Your apology speech or whatever. It’s sweet of you to offer, but I’m chill.” Closing the distance between them, she leans in, squeezing Max’s inner elbow with a gentle hand. The attempt at reassurance feels  genuine, even if her words sound oddly distant. “It’s been five years. Plenty of time to build a bridge and get over it.”

But that’s not right, is it? Chloe shouldn’t have just gotten over it on her own. Max should be fumbling to earn her forgiveness, like, _groveling_ for it-- begging for a second chance. How can Chloe just tell her it’s _chill_?

“You’re not… angry with me?”

“Eh.” Chloe shrugs again. “I think I was, like, some time three years ago. After that, I sucked it up and accepted that you just weren’t gonna be a presence in my life anymore.”

That pricks sharper than it has any right to. Max knows she’s got no one to blame but herself. She hates how stupid-sensitive she gets over this, when she’s the one who pulled away. But with Chloe right here in front of her, having spent this whole day together like no time has passed since five years ago -- to look into her eyes and think there’s no longer a place for her there…

It hurts. She can’t help it.

“But,” Max quietly begins, placing her hand over the back of Chloe’s own before she can pull it away-- “Could I be, again?”

For a moment, the only reaction that earns her is another flat stare, and Max wants to kick herself. But then Chloe’s expression cracks into a broad, broad grin, the kind that crinkles her eyes and pushes out her cheeks. “Shit, after you burst into my living room and nearly bashed Step-dick’s head in with a lamp? Fuck yeah, you can.”

Max has to swallow again, this time to keep her heart from fluttering right out of her throat. She drops her hand with Chloe’s in it, daring to grasp her fingers, just lightly, in her own.

Her smile stretches ear-to-ear as she mumbles, “Is that going to be my legacy?”

Chloe laughs, and tightens her hold. “You bet, dude.”

 

* * *

 

The sun’s already edging beneath the horizon as Chloe drives her back to Blackwell, and the trip over is worlds apart from the one to the Two Whales mere hours before. The air between them flows light and easy, filled with idle chatter and the occasional lull of comfortable silence. Chloe lets her pick the music, even, and admits it’s pretty cool for indie hipster crap.

When they get there, she parks the truck outside, and walks her all the way to her dorm. Max is tempted to invite her in, but even in her giddy-giggly state, she’s wary of monopolizing too much of Chloe’s time. So she just shuffles awkwardly by the door, brushing at her bangs, her chest feeling as if it’s been filled with hot air.

“Thanks for today, Chloe,” she says, hoping to capture, somehow, just how much this meant to her. “It was… really great.”

And even though that’s all that ended up leaving her mouth, it seems to resonate with Chloe perfectly. Her smile sprawls slow and sweet, pale eyelashes draping low over her eyes. “Yeah, it was.” She reaches down, wrapping her arms around Max in a quick but honest hug. “We should do it again, if you don't get too swept up in Blackwell’s soul-sucking hell routine.”

“I won't,” Max answers, resolute. “And we will. For sure.”

Chloe’s eyes crinkle again. She takes a step back, and offers a salute. “Alright-- I’m gonna drop by Rachel's before I head off. See you around, Super-Max.”

Max is still smiling, and yet for some reason she can’t quite place, she feels her heart teeter just then.

“Yeah. See you.”


	3. closer, closer

**Summary for the Chapter:**

> Max learns more about Rachel, and more about Chloe -- some discoveries less fortunate than others.

The first day of classes, Max is abuzz with excitement and nerves. She barely slept a wink the night before, and who can blame her? She’s going to school with all-new people; she’s going to school to pursue her biggest passion; she’s going to school to be taught by _Mark Jefferson_ , living photography legend. It's a lot. Enough to overwhelm, even. But the autumn sun is bright this morning, and she woke up seven minutes before her alarm, and Max is determined that this is the universe’s way of informing her that this will be a good day. She even leaves her earphone rolled up in her bag as she makes her way to class, trumping over the instinctive urge to immerse herself in her music -- there’ll be ample time for introvertedness later. Right now, Max wants to take it all in.

Among the sea of faces in the hall, there’s a few Max recognizes from the dorms -- some of them she's even spoken to, albeit briefly. She catches Kate by the lockers and they chat for a bit. Max likes Kate. She's excited for Mr. Jefferson’s class second period, like her, and she looks a little lost amidst the morning bustle, like her. The other day she showed her the pet bunny she keeps at her dorm, and he was the cutest little thing. Max just about works up the nerve to ask if she wants to sit next to her in English class, but then catches _The Collected Poetry of W. H. Auden_ cradled under Kate’s arm and remembers, crap, they were supposed to bring it.

So she rushes back to her room and ends up late to her first class of the school year. Great. Promising start. The teacher is forgiving enough, at least, but it does earn Max an insufferably smug eyebrow raise from Victoria, whose acquaintance she’s had the misfortune of making from the dorms as well. They've interacted maybe five minutes in total so far, but Max has never met anyone who emanates such a sheer aura of black, swirling evil.

Maybe that's a childish way to think. Or maybe Victoria is just actually evil.

Her dreams of sitting next to a familiar face crushed by the jagged maws of reality, Max settles into the one available seat, three rows from the front, just a little too in the middle for comfort. To her left sits a heavy-set guy in a Legend of Zelda T-shirt, who looks up briefly from his sketchbook to offer her a nod. To her right sits a boy with hipster hair and hipster glasses, already too caught up in his note-taking to acknowledge her.

And when she feels a bump against her chair leg from behind, she turns around, only to be met with Rachel Amber's dazzling smile and a softly-mouthed ‘hey’.

Max doesn't feel quite so sour after that.

* * *

When Mr. Jefferson’s class finally rolls around, Max is about ready to burst. A whole horde of Victoria Chases couldn’t get her off this high, and she’s only sort of conscious of the fact she must look like a total dope, bouncing her legs and tapping her knees under the desk as he introduces himself to the class. After that he actually goes around and has each student give their own self-intro, which is a little middle-school-y, but somehow cool when he does it, like in an oldschool sort of way. Max learns that the doodler boy in the Zelda shirt is Daniel, and the serious-looking hipster is Evan, followed by a slew of other names that’ll probably take a couple weeks to really stick, because she’s awful with this stuff.

Victoria makes use of her introduction to immediately suck up, which is impressive in its own right -- “Photography is my _passion_ , and as soon as I learned you’d be teaching at Blackwell I _knew_ I had to be here. I’m here to learn from the best, to become my best.” God, she’s so pretentious. But maybe Max could stand to take a page or two from her book, reluctant as she is to admit it, because her own intro speech turns out an awkwardly-mumbled: “Hi, I’m Max, I moved here from Seattle”.

At least Mr. Jefferson doesn’t judge.

After that, he begins his lecture. Except it doesn’t really feel like a lecture-- it feels like he’s striking up friendly conversation, and Max is pulled into the flow of it like it’s a spontaneous, organic thing. He talks with his hands a lot, paces across the room, peppers his sentences with questions and quips. Max’s hand scribbles furiously across her notebook in attempt to keep up, only stilling when she gets so caught up in listening that she forgets to write. It’s the most awake and alert she’s felt in a class since art with Mrs. Palmer in elementary school, and for more than the Adderall she took this morning. She barely notices how fast the time goes by.

“And that about does it for today’s theory quota,” he concludes, eight minutes before the bell is due to ring, and Max's head snaps up at the promise his tone holds. “Now, for the fun part. For the duration of this term, I'll have you adhering to a single theme -- controversial, I know, but I'd like to think that's why Blackwell hired me.”

He circles his desk in broad, easy strides, polished black shoes clacking against the tiled floor. “Many of you are coming back to Blackwell for your fifth year. Many of you are starting over fresh, in a brand new place, where you don't know anybody.” Stopping briefly in place, he turns to look out at the rows of desks, and his eyes catch on Max’s. She ducks her head.

“Now, the theme I'd like you all to explore in your works is ‘belonging’. What does it mean to belong to a time, to a place… to a person. What makes you part of your environment? Conversely, what keeps you _apart_ from it? If you were to disappear from here tomorrow, or next week, what shape hole would you leave behind?”

 _A hole_ , Max thinks, and her mind goes straight to Chloe, drifting outside the classroom for the first time in an hour. She almost misses Jefferson’s next few words before pulling herself back into focus. “For your final deadline, you'll hand in ten pieces. Of course, you'll be taking much more than that. I'll be reviewing your progress every week, while posing new guidelines and restrictions, and I expect to see a minimum of five new pictures each time. Of course, you don't _want_ to be doing the bare minimum, do you?”

“And,” he steps forward and leans low, as if to share a secret with a whole class of twelve. “Not that you should need any motivation beyond your innate desire to create, but as I'd hate to keep you all in the dark-- I'm informing you right now, that I'll be personally picking my favorite body of work and submitting it to the _‘Rising Stars of Photography’_ exhibition at the end of this term. In the Fraenkel Gallery in San Francisco. So there's a nifty little thing to keep in mind.”

A wave of gasps and hushed murmurs passes through the room, as Max gapes in awestruck silence. Holy shit. Is he for serious? An actual gallery, in San Francisco...

“Well then!” Mr. Jefferson claps his hands together, yanking the stunned students out of their daze. “It was good meeting you all. I see some bright minds in this class already, and I get the sense we'll all have a great, fulfilling year together. I'll be seeing you next week with your first takes on your theme!”

Max thinks of hanging back a bit, maybe tell him how much she enjoyed the class, how much she admires his work -- but by the time she’s done gathering her things, Victoria’s already pounced on him like a hungry wolf, to say those exact same things but with a silver-tongued confidence Max doesn’t have. She spends a couple minutes awkwardly watching from the back of the class before she resigns, shuffling out the room with her back hunched and both hands tight around the strap of her bag.

* * *

Lunch break fills Max with a distinct sense of dread. She’s got her sandwich and a packet of potato chips stowed safely away in her bag -- that part was easy -- but now she’s faced with the age-old question, the blight of every wallflower’s existence: where to sit.

The Mission Impossible theme starts up in the back of her head as she scans the cafeteria interior, searching for a single viable seat, a table to infiltrate. She’s masterfully managed to lose sight of Kate, dawdling around the classroom as long as she did before skulking off like a loser. She does catch a glimpse of Rachel, all bright eyes and laughter, surrounded by students like moths around a flame. Max’s stomach dips a little, stupidly, and she wants to kick herself for feeling disappointed. It’s really no surprise -- Rachel Amber is just the kind of person other people flock to. She must have friends like sand grains on the beach.

Max sighs. So much for her go-to options; she’ll have to find a plan B. That’s easier said than done, though. Most kids at Blackwell have long since gotten to know each other, and in true highschool fashion, have formed their own cliques. It looks like the new kids have already bonded together, too. Max always takes longer to hit her stride with those things. Sometimes she never hits her stride at all.

As her gaze sweeps across the tables, the groups of students seem to taunt her; knitting together like a honeycomb, forming an unbreachable barricade of jabber and smiles under the fluorescent lights. It’s a strikingly miserable image-- and as soon as the thought occurs to her Max perks up, reaching inside her bag for her camera. What makes you part of something, Mr. Jefferson had said, or what keeps you apart. Definition through negatives, right?

She snaps a picture, tucks it in her hoodie pocket, and feels better for it. _Imagine if my sad lack of social skills landed me in a San Fran gallery?_ A little self-deprecating, sure, but it’s a comforting thought.

“Aw, hard at work on your project already? You know it doesn't get any lamer than taking pictures of school _for_ school, right? At least try a little.” Victoria’s pearly-white sneer starts her back to reality, and Max’s features go flat. Halfway through the first day of school and she’s already tired of seeing her face. Why is she so _mean_? Where does she get off putting other people down like that? Max should say something biting back, let her know she won’t take her bullshit sitting down-- but of course her mind is a total blank, and all she can do is stare like an idiot as the seconds tick by. God, she’s always like this. Maybe that’s why Victoria picks on her, because she can tell just by looking that she’s too spineless to fight back.

“Victoria!” Rachel’s voice is sunshiny-sweet and comes out of nowhere, nearly giving Max a heart attack. She watches wide-eyed as Rachel smoothes a hand down Victoria’s arm, leaning in with an appreciative coo: “So _good_ of you to be mingling with the new students already. They have so much to learn from you!” Her eyes narrow by half an inch, her smile flashing teeth. “What were you two talking about?”

Victoria stares at Rachel for a good, solid moment, before shaking her hand off and pulling back. “Nothing. It’s none of your business. Whatever.”

Max doesn’t even try to conceal the grin that spreads across her face as Victoria stomps off in a huff, tail between her legs. She'd like to think she's normally above such petty schadenfreude, but the sight is just marvelous. A beta reproached by an alpha. Rachel's just that powerful.

“Woah,” she breathes out in awe, and turns to her valiant savior. There's probably stars in her eyes right now. “Thanks for that.”

“No sweat,” Rachel answers with a loose, open grin. Her cheeks dimple. “Victoria’s more bark than bite. And she normally folds when you bark back.” She lifts a hand to Max's shoulder, squeezing softly. “Where’re you having lunch, Max?”

Max heaves a sigh, coupled with a weary smile. “ _That_ is the question.”

“Wanna sit with me?”

The offer’s flung out so weightlessly that it almost floats right over Max's head. She blinks slowly, needing a moment to register. Would Rachel's table even have room for someone like her?

“If… that's okay?”

“Sure it is,” Rachel blithely replies, and takes hold of her by the wrist. “Come on.”

Max tumbles along like a sack of flour as Rachel filters through the rows of tables, but then, rather than take a seat, she leads them out the cafeteria altogether. Max doesn't question it at first -- lots of kids like to have lunch outside. It's when Rachel heads for the stairs that she starts to feel a little lost, but voicing her confusion only yields a “shh, you'll see".

And at last, she finds herself up on the roof, just her and Rachel Amber and the boundless sky above.

“Um, wow,” Max murmurs, rubbing sheepishly at the inside of her elbow. “I... wasn't expecting this choice of location.”

“Pretty sweet, right?” In perfect contrast to her meek, hunched form, Rachel rushes forth and spins around, arms outstretched as she drinks in the afternoon air. Her hair swirls prettily around her, catching sunlight, burning gold. Laughter tinges her voice like a bird’s trill. “Gotta get some mileage out of this spot before the weather goes to shit!”

Max’s fingers itch to take hold of her camera again. But that would probably be creepy, so she fidgets with her bag instead, taking a careful few steps forward to join Rachel. Beyond the white wooden fence circling the roof, the Blackwell campus sprawls out in all its majesty, lush green grass and thick oak trees and sunlight dancing across the fountain water. The students speckle the lawn with tiny dots of color, and this time Max doesn't hesitate before reaching for her camera and snapping a shot. Screw Victoria. She doesn't care if it makes her lame.

“This is awesome,” Max muses out loud, a smile edging onto her lips as she looks between the scenery and its captured image, seeping into view from the dark of the polaroid. It came out really nice. She likes it enough to almost forget that she's nervous, until a strand of silky hair brushes her cheek and sends Max's heart up to her throat.

“That’s a great shot,” Rachel coos in earnest appreciation, leaning over Max's shoulder to study it like it's the most natural thing in the world. When she tilts her head to look at her, her hazel eyes are bright with expectation. “So you like it up here?”

“Of course,” Max answers on reflex, then bites her lower lip. “I guess I just figured you'd like more… company?”

Rachel’s cheeks dimple again with her laugh. It's so pretty, Max can’t help but notice it every time. “I have you for company, don't I?” Rachel says, and her hand smooths down Max's back.

Max wonders if she makes for particularly good company, when she can't spend ten minutes in Rachel’s presence without feeling weak in the knees.

Perhaps sensing her skepticism, Rachel continues. “Sometimes it's good to get some space.” Her smile tweaks to one side as she winks, voice dropping to a velvety hush: “You looked like you could use it, too.”

Caught, Max bows her head, and a flare of embarrassment fans out in her stomach. Like, what-- she gives off such powerful social stuntedness waves that Rachel's got her pegged already? What does she look like, to her? Is she just taking in a stray loser out of pity?

Or maybe Max needs to get a grip and stop spinning those self-deprecating narratives, because when Rachel flops down on the asphalt and pats the spot beside her, the smile on her face shows nothing but warmth.

With a quiet intake of air, Max goes and takes a seat beside her.

Only once Rachel’s begun digging into her sandwich does Max follow suit, taking small, measured bites. She’s actually pretty hungry; on her own, she’d be scarfing it down like her life depends on it. But she’s not on her own, she’s sitting next to Rachel Amber, and she doesn’t want her thinking she’s some sort of barbarian. Especially when Rachel does everything with such flawless grace that she looks like she’s posing for an ad -- even chewing. Max pictures her framed by bold, white-on-black type: _Blackwell Cafeteria Omelette Sandwich. You know you want it._

It’s at that point, when Rachel cants her head to meet her eyes, that Max realizes she’s been staring. She doesn’t even have an excuse. And the truth? _Oh, sorry, it’s just you’re just the prettiest girl I’ve ever seen--_ Christ on a cracker, she sounds like a creep on Craiglist personals.

She scrambles for the second most coherent thought in her head instead, doesn’t even care that it’s completely unrelated, pushing it clumsily past her lips-- “I wanted to say thank you.” Rachel quirks a perfect-shaped eyebrow, and Max drops her gaze, plucking a flax seed off the top of her sandwich. “I’ve been hanging out with Chloe,” she explains. “It's been pretty amazing.”

It’s honest, and it’s something she’d meant to say, anyway. When Rachel goes with it, Max breathes out a sigh of relief.

“Oh, trust me, I know. She's been giggling like a schoolgirl over it since you met up last week-- though she’d kick me for that choice of simile.” That gets a laugh out of Max, the tight-wound knot in her chest pulling just a little bit loose. “It’s great that you went over to see her.” Rachel’s hand reaches out, bumping her shoulder. “And the lamp thing.”

“Shit,” Max sputters, burying her embarrassment against her palm. “That was-- I'd just like to make a statement that that is _so_ not typical behavior for me, okay?”

“Yeah, I think I can see that.” The laughter to Rachel’s voice softens, leaving behind something quieter, something that settles at the base of Max’s gut. “That’s what makes it so badass, though.”

Max bites her lower lip. Silence falls between them, and hangs there. From far below, the faint medley of chatting and laughter carries on the wind. She keeps on plucking flax seeds.

Rachel’s voice breaks the silence, light and curious: “You like games, Max?”

“Like, Final Fantasy, or Dungeons and Dragons…?” Max asks, realizing too late both suggestions are equally dweeby, and squaring her shoulders in preparation for mockery. 

Rachel just grins, though. “Those are good too. But I meant more like, say… Two Truths and a Lie.”

“Oh, wow,” she blurts in response, “I don't think I've played that since maybe middle school.”

“Wanna play now?” There’s a new twinkle to Rachel’s eyes as she leans in, shifting her weight onto her arm. “With me?”

And though Max hasn’t taken a bite of her sandwich in three minutes, she feels the sudden need to swallow before she can reply. “Sure.”

“Great! I'll start.” Fabric scuffs against asphalt as Rachel shuffles closer, and the dragon’s tail peeks out from the edge of flannel sleeve as she raises one finger. “One, I’ve watched every episode of Dr. Who from the introduction of the fourth Doctor onwards.”

Max’s brow shoots up. “Oh man, are you cereal? _Every_ one?”

“That’s for you to figure out, hmm?” Max feels her cheeks warm at that teasing smirk, and her shoulders hunch up. Clearly, she’s doing great at this game already.

“Two,” Rachel continues without a care, “I rode horses as a kid. And three, I was the Long Beach spelling bee champion three years in a row.”

“Oh,” Max says, failing to hold her tongue a second time. The information just clicks so clearly into place that she can’t help it, doesn’t even doubt it for a second. “So you're not from here?”

Rachel’s smile quirks devilish, and she wiggles her fingers ominously in the air. “Or aaaam I?” But she drops the theatrics the next moment, pressing Max for her answer. “So! Which is the lie?”

It’s just a goofy middle school game, yet somehow it feels like life or death. Like she’s been called to the stand, and her very fate rests upon what she chooses to say next. It’s stupid. But Max wants to say the right thing.

“Let's see,” she begins, rolling each factoid around in her head with great deliberation. “I could see you being from Long Beach.” The curious tilt of Rachel’s head prompts her to continue. “You just have… that kinda Cali vibe. And I heard you talk in English class, so. You probably were spelling bee champion three years in a row.”

“Oh yeah?” Rachel’s lips quirk, pleased and a little impish. “What’s a Cali vibe?”

Max can’t say that it’s in the effortless air of coolness she carries, in her piercings and tattoos. Can’t say it’s in her dimples, or the way her hair catches sun, lending her the halo of something so gorgeously ethereal that it could never in a hundred years emerge from someplace like Arcadia Bay. So instead she shrugs her shoulders and mutters, “Just a vibe, I guess. Not like I’ve ever been.”

Rachel gives her the small mercy of accepting this, mirroring her shrug with an amused “Sure.” Max is all too grateful for the chance to move on.

“I’d believe the horse thing, too.” If their run-ins at the showers have taught her anything, it's that Rachel certainly has the legs to show for it. Not that she’s going to say that out loud, either. Max studies Rachel’s face as she gears up towards her conclusion: “Which I suppose leaves us with our trusty Time Lord. I mean, I've done my share of binging for sure, but even in my peak obsession back in middle school I didn't go as far as--” She squints, mentally calculating. “What era even was that? The seventies? Isn't that, like, three hundred episodes?”

“Just around 350 at the time, I believe. Took me all of eighth grade. It was--" in impeccable Ninth Doctor mimicry-- “ _fantastic_.”

Max feels her cheeks push back under the force of her grin, and her knee bounces with giddy excitement. “Who’s your favorite companion?”

“Oh, Donna. She was hella badass, didn’t take any shit. Most Important Woman, for the win.”

“Donna was the _best_. She was so cool, got to have her own adventure and everything-- didn’t have to deal with all that romance drama, poor Martha.”

“Preach it, sister,” Rachel agrees with a solemn nod, before her face lights up again. “Martha got to kick ass later, though.”

“For real. That finale? Boss.”

They chatter back and forth like this for some time, Max’s chest bubbling with delight all the while. It’s so awesome to her to get to geek out with someone, on her first day of school and everything, that only a good few minutes later does it catch up with her that she’s almost definitely lost the game.

“Wait, wait,” she stops halfway through their gushing about River Song, her brow crinkling. “So which one was the lie?”

“What?” Rachel’s lips purse, and she blinks twice in quick succession, before it catches up with her too. “Oh,” she laughs, “it was the horse. Solid guesswork, though.”

“Damn it,” Max grumbles, but she’s smiling too. Funny. It doesn’t feel like life-or-death anymore.

Tearing open her bag of chips, she drops one into her mouth. Rachel wordlessly gestures to it with one curling finger, and Max passes it over without a thought. Rachel checks her phone as she chews.

“We better head back in a bit. Break’s up in five minutes.”

Time’s passed much faster than Max realized, and she feels the slightest prick of disappointment in her chest.

“Hey, we didn’t get to do your turn,” Rachel notes, and bumps her shoulder to Max’s. “Tell me about you next time.”

She makes it sound like Max is actually interesting. Max doesn’t have it in her to refute it -- and maybe she kind of doesn’t want to, right off the bat -- so all she does is smile and nod. “Yeah, okay.”

Rachel takes another chip before returning the bag, then hops onto her feet, offering a hand out to Max. “Sit next to me in Science Lab?”

Max’s smile stretches wider, and she takes Rachel’s hand in her own. “You bet.”

* * *

“You like Rachel, right?” Chloe asks her over the phone that evening, once Max is done recounting the day’s events with a particular emphasis on Rachel’s dashing rescue of her from Victoria’s clutches, as well as the fact that she likes Doctor Who. There’s an expectant note to the question that makes Max falter.

“I mean, yeah,” she treads carefully, very much feeling she’s walking into _something_ , just not yet sure what. “She’s really cool.”

“Great!” Chloe concludes, “then you should come hang out with us this weekend.”

And there it is.

“I should?” Max echoes dumbly, a kneejerk reaction, earning her an admittedly deserved snort.

“Uh, yeah? Come on, it’ll be hella sweet.” Max takes just a moment to wonder when it was she started saying _hella_. “We can show you our sick secret base. I _know_ your only other plans involve sitting around watching cat videos.”

“And homework,” Max protests.

“Not helping your case, Maxi-pad.”

“Ew, don’t call me that.”

“It’s ‘cause you’re absorbing all that _knoooowledge_.” She can hear Chloe’s shit-eating grin over the phone. Ugh. “Come on, nerdlord, are you in or not?”

“I’m in, I’m in,” she relents, “just tell me when.”

And that’s how Max finds herself at Blackwell’s front gates on a Friday afternoon, rocking back and forth on her heels like a dope. This really shouldn’t be making her nervous. Chloe’s logic makes perfect sense: Max gets along with Chloe, she gets along with Rachel, there’s no reason why she shouldn’t get along with the two of them simultaneously. So what if they’re dating? People who date still have friends they hang out with. It’s normal. There’s nothing to get worked up about.

But when Rachel nudges her shoulder from behind it still almost makes her jump out of her skin.

“-- Hi,” Max exhales, hands clutching the strap of her bag for dear life. She slowly pries them loose, straightening her posture.

Rachel, in her band shirt and ripped jeans, flashes an apologetic smile. “Hey. Didn’t mean to scare you. Or leave you hanging-- Drama Lab ran a bit long.”

“It’s cool,” Max answers with a small smile of her own. “Chloe’ll probably keep us waiting for another half-hour, anyway.”

“She has never been on time for anything in her life, huh?”

“Nope.”

And they both laugh. An idle question drifts up the back of Max’s mind -- just how much of Chloe Rachel knows, and how much of Chloe she herself knows, and how much the two intersect.

Chloe only ends up being twelve minutes late, pulling up in her rickety truck with a broad grin and a characteristic lack of apology. They pile onto the car-- Rachel first, Max second, and she doesn’t miss the way Rachel’s fingers squeeze Chloe’s knee when she greets her.

 _Stop being stupid about this,_ she chides herself inside her head.

Still, Max can’t help the urge to nestle the closest she can to the door, all too aware of the space she takes up. It’s her second time seeing Chloe and Rachel together, and little crumbs of anxiety still linger from the first, now stirred back alive. The two of them have the sort of chemistry that’s like actual, tangible electricity in the air, even when Rachel’s just telling her about something dumb some kid said in Drama Lab. Looking at them reminds Max of the plasma lamp Chloe had when they were kids -- how when you touched it, all the crackling light within would fuse into a single ray that glows brighter than anything.

Max feels like a potato.

“Hey, I call DJ,” Rachel announces, pulling open the glove compartment to reveal Chloe’s collection of CDs. She flicks through them with slender, deft fingers, not even stopping to look at any of the covers before pulling out the one she wants and popping it in the CD player.

The radio spits and fizzes into life, and it takes Max a couple seconds to realize she recognize that song. The look of dismay that dawns upon Chloe’s features confirms it. “Oh, what,” Max leans over, her face lighting up all at once. “You make fun of my music taste, but you have a Jonas Brothers album?”

“I don’t have a Jonas Brothers album.”

“Then what is that?”

Chloe directs a pointed roll of the eyes at Rachel, which Rachel takes as her cue to answer. “It’s the Pirate Power CD you made her when you were twelve.”

Max just stares for a moment, too stunned to retain her smugness. Then, once she’s processed it: “Oh my god! You kept that?”

Chloe rakes one hand through her hair, grumbling. “Mixtapes are serious, okay? You don’t just throw that shit away.”

“She means it,” Rachel chipperly concurs. “I made her a CD containing every single pop hit I know she can’t stand just to see if she’d keep it, and she did. I put Taylor Swift on it and everything.” She reaches up, pinching Chloe’s cheek. “You hated it so much, didn’t you, baby?”

“ _Yes_ ,” Chloe groans and butts her shoulder, “you dick.”

Rachel’s laughing, and Max laughs too. She rolls her shoulders back, settling easier into her seat, and lets the nostalgic melody from the shabby old speakers wash over her.

It’s nice, that Chloe kept it. And it’s nice of Rachel, too, that she wanted Max to know.

Over the scratchy beat of early-2000’s pop tunes, Rachel and Chloe fill the truck with their banter, and soon Max gets caught up in it too. She's a little slow to join in at first, but they stop to pull her in whenever it seems she might fall behind, with little cues like _‘isn’t that right, Max’_ or _‘what about you, Max’._ Before she knows it, she's sharing bits and pieces of her first few days at Blackwell, and then they're all discussing who's cool and who's an asshole, and what teachers you _really_ don't want to piss off.

* * *

Max doesn’t know what she expected when Chloe informed her of her ‘sick secret base’, but she certainly didn’t imagine they’d be pulling up into a junkyard as she announced, “Aaand we’re here, ladies!”

 _American Rust - Salvage Yard_ , the slanted wooden sign greets them in time-worn letters. Max didn’t even know it existed, never ventured this far to the edge of town before. She climbs out of the truck, takes a single slow step towards the junkyard’s gaping mouth.

“Welcome, mortal,” Chloe gestures to it with outstretched arms and a theatrical bow, “to our domain.”

Max just nods, and follows her and Rachel deeper inside.

The word ‘salvage’ had been applied with some great generosity, she thinks. The whole area looks like a war zone; scorched earth, broken remains, once-precious items left forgotten. It’s quiet out here, away from all the city noises, leaving only the sound of wind and the distant cry of crows.

Were Max still thirteen, her first thought would’ve undoubtedly been that this place makes a perfect pirate hideout. All these towering hunks of metal they could climb, all this abandoned junk they could collect as their loot. But as she is now, the sheen of solitude that glows off the car bumpers and steel barrels, tinted orange in the late afternoon sun, calls to her like siren song.

“This place is incredible,” she breathes, already reaching for her bag. “I could take so many sweet shots around here…”

“And you will have all the time in the world to do just that,” Chloe stops her mid-motion by grabbing the hood of her hoodie and yanking, “but first, get your ass over here!”

Max yelps, catches Rachel snort in response, but lets herself be dragged along. Chloe leads her to a small brick structure, tucked away behind the scrap-heaps. Its exterior is as dirty and beaten as everything that surrounds it, but the interior catches Max unprepared.

“That,” Chloe presents with a grin, “is our sick secret base.” And she gives Max another push on the back, sending her half-stumbling in.

“Wowser,” Max mouths. It’s a whole little house in there -- like the Tardis, bigger on the inside. And it’s been decorated with as much care as one could put in, using bits and pieces that all look like they’ve been gathered from the junkyard. A huge golden banner depicting an Indian elephant takes up one wall, torn at the bottom, but striking just the same; license plates and street signs adorn the floor and corners; disembodied car seats and battered cushions serve as makeshift furniture. Raggedy and eclectic as the decor may be, it feels… cozy.

She was too quick to judge. There are things to be salvaged in this place, after all.

But what grabs Max’s attention hardest, and holds it longest, is the walls. It's like a Chloe and Rachel graffiti museum, marking the shed well and truly as their own. A lot of the writings are quotes, or things she guesses are quotes, anyway: ‘VERY FUCKY WORLD WE LIVE IN’, proclaims Chloe's familiar, blocky type, while Rachel's wispy cursive croons, ‘Mother of the Earth, Slut of the Universe’, with little stars speckled around it. Then there's ‘LALA LAND THIS WAY’ in Chloe's writing, ‘What, you egg?’ in Rachel's, and ‘every man, deep down, knows he’s a PIECE of SHIT’ in Chloe’s, all paired with illustrative scribbles in marker.

And then there's the stuff that seems more personal. A character Max can only guess is a tiny cartoon David, from the security shirt and douchebag-mustache, stands huddled with a suited doodle-man she doesn't recognize, bearing the title ‘SCUMBAG SQUAD’. On the adjacent wall, there's a drawing of Rachel -- if the earring and checkered jacket are any indication -- with X’s in her eyes, a hand over her chest, and a text bubble that cries ‘My spleen!’

Upon catching her studying it, Chloe taps her finger to the wall and explains: “That’s from when Rachel pretended she was dying from organ failure so we could snatch a wine bottle from some dumbass picnickers.”

“Chloe tried to get them to ‘cauterize the wound’,” Rachel adds with a smirk, making Chloe puff up like an angry pigeon.

“Oh, I'm sorry, do I _look_ like a freakin’ med student--"

“We still scored the booze, though,” Rachel chuckles, turning to swat Chloe on the arm. “Good thing you're a fast runner.”

Max laughs along with it, though the sound’s a little flat, and returns her gaze to the wall. Discomfort’s blunt little teeth tug at her stomach like an ill-trained dog, but she pushes down against it.

Farther to the left, beneath a large, detailed impression of a butterfly, there's a drawing of something that looks to be either a banana or possibly a pickle, except it's got little stick-arms and legs, and a dot-eyed face from which protrudes a speech bubble that reads ‘SNORT ME’. That one is entirely opaque to Max, and she’s curious enough to point to it and ask, “Okay, what is that thing?”

In response, Rachel huffs out a chortle. “Oh, _that_ \-- one time Chloe got so wasted, she figured the best way to consume Flaming Hot Cheetos would be by snorting them.”

“You dared me to,” Chloe shoots back.

“My exact words were, ‘Chloe, don't put fucking Cheetos up your nose’.”

“Same diff and you know it,” Chloe butts her shoulder with her own, and the two of them are laughing again.

“Oh, and check this out,” Rachel says once her giggles die down, pointing Max to a map of the States taped to the wall nearby. There’s a trail of ink marked on it, weaving a path that winds from Oregon to Los Angeles, and in the top right corner Chloe had scrawled: “LA, BITCHES!’

“It’s our grand escape plan.”

Max’s brow crinkles. “Like, a road trip?”

“If a road trip is one-way, yeah,” Rachel answers, her smile stretching lopsided.

“Rachel and I have concluded,” Chloe elaborates with a mock-intellectual drawl to her words, “that we’re way too good for this shitpit of a town. So once we get the funds, we’re blowing this dump.”

The tugging in Max’s stomach grows fiercer. “To LA?”

“Nailed it,” Rachel shapes a gun with her fingers, pointing it to Max with a flick of her wrist. “Well observed.”

Max knows it’s not her place to protest, despite the childish voice inside of her crying out, ‘but _I_ like Arcadia Bay’. The thought of Chloe leaving her behind and never looking back makes her throat tighten, even though she knows that’s exactly what she did for five entire years.

Arcadia Bay took away Chloe’s dad. Then Max went away, too, leaving Chloe to grieve on her own. Now she’s dropped out and trapped in her own home with some awful fascist demon who hits her, and her mom doesn’t have a clue. Of course she’d want to leave here. Of course she’d want to leave here with Rachel, maybe the one good thing she’s still got in her life.

And the selfish child in Max whines, ‘ _I_ wanna be a good thing, too.’

“That’s really cool,” she says aloud instead, though her smile begins to strain. “I can totally see you two tearing up LA.”

“Right?” Rachel smiles, dimples and all, eyes squinting like they do when she’s pleased. She really does shine too brightly to belong here. Nothing like Max at all.

Then Chloe’s pulling on her arm, as if she could sense Max getting stuck in her own head -- she’s always been good at telling, ever since they were kids. “You know what,” she says, producing a black marker from her jacket pocket which she thrusts into Max’s hands, “ _you_ need to leave your mark. How about--” she guides her to a certain chunk of wall, “right here?”

‘CHLOE WAS HERE’, the brick plainly states. And beneath it: ‘Rachel was here’. And beneath that, an empty space -- as if reserved just for her, waiting to be filled.

Still, Max hesitates. It feels a little like violating sacred ground. “You sure?” she asks, and Chloe’s brow hitches up in amusement.

“Well, you’re _here_ , aren’t you?”

“That’s… fair,” Max concedes, an upward quirk to her lips as she uncaps the marker and carefully adds in: ‘Max was here’. Chloe applauds her, which feels goofy, but not taunting -- the smile on her face is wide and genuine. Rachel bumps her elbow to hers, and leans in to say “Welcome to the club, Max.”

When Max hands the marker back, she notices: the unease in her gut has finally receded.

“Oh-- can I take a picture? Just of the wall?”

“What, my face not artistic enough for you?” Chloe sticks out her tongue, but bows out of the way. Rachel steps back, too, and Max takes the photo. Despite her bad selfie habit, it’s the first one she’s snapped for Jefferson’s assignment where she’s present in any way at all.

It feels good.

“Yo, Rach, pass me your speaker!” Chloe sticks up her arm, and Rachel retrieves a sleek portable speaker from her bag, tossing it over like it didn’t almost definitely cost a whole bunch of money. Chloe catches it with one hand and a grin, jacking its cord into her cellphone. “ _I’m_ picking the tunes this time, thank you very much.”

A couple seconds’ scrolling, some quick taps, and the speaker starts blasting The Ramones. Chloe sets it down on one of the cushions, bouncing on the balls of her feet to the drumbeat already. “Come on,” she says, grabbing Max by the wrists. Max is pretty sure she’s expecting her to dance, but she can only offer her best impression of a tree in return. “Come on, come on, come on!” Chloe’s grin only stretches broader as she pulls her towards the center of the room, and Max just kind of stumbles along after her, laughing despite her embarrassment. Chloe’s giddiness is as infectious as it always has been.

Chloe throws herself into the rhythm easily, long limbs cutting through the air with a gorgeous sort of recklessness. Rachel’s quick to join in, throwing Max a wink before taking her place beside Chloe. Her dancing is more fluid, flowing, hands in her hair and hips swaying, yet somehow the two of them come together perfectly.

Max, on the other hand, has all the natural grace of a bowling ball. No way she’s even trying to get in on that. Chloe’s not giving up on her quite so soon, though: “Let’s see your sick moves, hippie!”

“Or you could take pictures,” Rachel offers with a playful glint to her eye, “if you’ve changed your mind about the artistic merit of Chloe’s face.”

Max shakes her head through a sigh, though the grin clings to her features just the same. “Fine,” she huffs, like the image of Chloe and Rachel moving together in sync is something she needed convincing to capture. She lifts her camera to her eye again, watches them through the lens, waiting for just the right moment to ensnare. When the angles of their bodies create the perfect framing, with Rachel’s hair flaring around her just so, Chloe’s extended arm balancing the composition--

“Price!” A male voice from outside booms over the music, and all at once Chloe goes rigid as a lamppost. “You in there?”

“Shit, shit,” she hisses, scrambling to turn the speaker off. The smile has drained from her lips. The same dark cloud settles over Rachel, too, creasing her brow and hardening her jaw.

Max’s palms are turning clammy, fingers tight around her camera. “Who is that?”

“Nobody,” Chloe mumbles, runs a hand through her hair, rolls back her shoulders. “Just hang back, I’ll get it sorted right quick.”

She makes for the entrance, and Rachel follows wordlessly in tow. But for once, they turn out to be on different wavelengths, Chloe casting a narrow-eyed glance over her shoulder before muttering: “I got it, Rach.”

Rachel tilts her head with a skeptical frown, but takes a step back, regardless. Chloe goes out alone. Max’s heart gears into a rabbit’s thump as she watches her slip past the warped metal sheet serving as a door, before disappearing from her sight altogether. “Should we?” she mouths at Rachel, gesturing towards the exit, but Rachel holds up a hand as if to say: _‘wait’_.

“‘Sup, Frank. Didn’t know we had a date today.” Chloe’s voice is all cool and nonchalant from beyond the door, but with a slight raspy note to it that betrays her nerves. “Or did you miss me that bad?”

“Real funny, Price. You think you’re the only stoner in Arcadia Bay I come here to deal to? Only difference is you don’t know how to keep it down.”

 _Shit._ Max swallows. Chloe’s in trouble with a drug dealer? What in hell has she gotten herself into? Was it safe for her to go talk to him alone? Not that either one of them could _do_ anything, if he had, like, a gun-- oh god, what if he has a gun?

Max doesn’t even notice how she’s bobbing on her feet until Rachel’s hand presses to her shoulder, coaxing her to a standstill.

“It’s okay, Max,” she murmurs low. “He’s not a big deal.”

And though he sure _feels_ like a big deal to Max, there’s a certainty to Rachel’s voice that slows the panic rising within her, if only for the moment.

“Alright,” Chloe blurts, her agitation rearing its head again. “What do you want?”

“What do you _think_ I want? Haven’t seen a penny from you since fuckin’ May. When are you going to give me my money?”

“When I have it, Frank. Not exactly swimming in cash here, okay? It’s been a rough couple months. My mom was out sick for some time there, needed to make up the bills--”

“I don’t give a shit about your sob stories,” the dealer snaps, his scratchy-sharp voice grating to a snarl. “All I care about is I give you money, you pay it back. And if you think my patience is some unlimited resource, you’ve got the wrong damn idea. You got that, bitch?”

Max’s heart rate spikes again. This isn’t good, this isn’t one bit good at all, this man is obviously dangerous, Chloe can’t go up against him on her own--

“Yeah, alright,” Rachel mutters darkly under her breath, and Max watches wide-eyed as she heads over to join them. She pauses at the door, just briefly, to turn to Max and raise a finger to her lips. _Keep quiet._  


“Frankie!” The air around Rachel seems to flip the moment she steps outside, instant as a lightswitch, all sunshiny smiles and carefree confidence. “What’s with those negative energies, baby? Don’t you know they clog up your chakras?”

“Rachel.” The shift in Frank’s voice is immediate, too, and utterly unmissable. There’s a new softness to it, a self-restraint he didn’t think to exercise with Chloe-- something almost like reverent. “Look, I can’t let you kids get away with this shit forever. You two, and especially _her_ , need to start taking this seriously.”

“We’re taking it seriously,” Rachel hums, and Max can practically see the way she tips her head sideways, sending the cascade of her hair spilling down one shoulder. “It just takes time. Chloe’s been working so hard, doing the best she can to make it through the month and support those who need her.” A faint pause; Rachel’s voice dips in honey. “Just like you, right?”

Frank groans, but there’s no bite left to it. Even Max, scared out of her wits, can tell. But rather than relief, she finds herself feeling kind of queasy.

“Come on, Frankie,” Rachel pushes just a little more, pleading pouty-sweet. “You know us. You’ll get your money back.”

He doesn’t say anything for a long moment after that, before finally growling out: “I want progress _this month_ , Price.” Then there’s only the sound of heavy boots against the dirt, growing farther and farther, until it’s disappeared.

The breath that’s been trapped in Max’s throat for the past five minutes finally slips free.

“Ugh, I hate when you get all flirty with him,” Chloe grumbles as she steps back inside, Rachel beside her.

“Does it, or does it not,” Rachel rolls her eyes, “get him off your back?”

It seems as though the gravity of the situation has been instantly forgotten by everyone but Max. The chilly dread coating her chest from the inside melts beneath the budding flame of anger, and she draws herself up to her full stature as she steps between the two of them, demanding: “What the hell was that?”

Chloe falters, taken aback. “It’s just Frank,” she says with a shrug, trying for casual again. “He’s my dealer. Don’t mind him, guy’s full of hot air.”

“He’s a big ol’ softie on the inside, really,” Rachel chimes in. “He has a dog named Pompidou.”

It fails to soothe her, this time. In fact, the lightness with which they speak of him only hones Max’s indignation to an even sharper point. “Chloe, what kind of shit did you get into with him?”

“Dude, Max, chill.” Chloe’s voice thins, and she folds into herself a little, holding her hands up in front of her. It’s the angriest Max has been with her since she snapped her Barbie’s leg off at age eight, and it’s plain to see she’s losing her footing in this alien situation. _Good,_ Max thinks. _Chloe should be nervous, too._ “It’s just-- money. I had to get my truck fixed, didn’t have the funds, he lent me some.”

“How much is some?” Max presses, unrelenting.  


Chloe’s gaze escapes sideways beneath the pressure, and her teeth dig into her lower lip. Finally, she exhales: “Four-thousand dollars.”

The answer slams into Max like a sack of bricks. “Jesus! All that for your car?”

“Well, seeing as I literally picked it up from the garbage, let’s say it wasn’t doing so hot even before I ran it into a lamppost.” Chloe’s scratching at her nape, shifting her weight from one foot to the other, just barely daring to meet Max’s eyes. “Look, it’s cool, it’s whatever, I’ve already paid him more than half, he’s just being a tit-baby about it.”

Max doesn’t say a word. She can’t. Her stomach’s churning. All she can think is that Chloe has far too many _whatevers_ going on in her life right now, probably more than Max even knows. What else isn’t she telling her? How much more is she going to sweep under the rug?

Even in the silence, Chloe must be reading her thoughts all over her face, because her shoulders go tense and her eyes go hard, vulnerable stance turning defensive. “Don’t-- you can’t go getting mad at me over this, okay? You’re not my mom. It’s my business, and I’m taking care of it.”

“Are you, Chloe? Because it sure as hell didn’t sound that way to me.”

Chloe’s inhales sharply through her nose, but before she can open her mouth to speak again, Rachel places a hand at each one of their shoulders and coolly forces them apart.

“Chloe,” she begins slow and patient, a kindergarten teacher tone. “Max is upset because she’s worried about you. She didn’t know about Frank, he scared the shit out of her. And you trying to act like a badass about it instead of letting her know what’s going on just has her freaking out _more_.”

“Max,” she turns to her next, and just from the way she looks at her Max feels herself deflate. “A lot’s changed in Chloe’s life since you’ve been gone. Even if you can’t understand every choice she’s made, you need to realize, sometimes there aren’t any other options. We’re all adults now-- you just have to trust that Chloe can look after herself.” A pause, and then she’s back to her regular inflection, shaking the steel from the air with a toss of her hair. “And, seriously, Frank talks big but he’s kind of a wuss. He’s just some bum who sells weed to highschool kids out of his van. He wouldn’t hurt Chloe, worst he’d do is cuss her out.”

She looks to Chloe, then back to Max, and flashes a decisive smile. “Okay? All ready to kiss and make up?”

Max should be mad, probably. Insulted that Rachel would decide her own feelings for her, and lay them out before Chloe as if they were fact. But the truth is she can’t deny a word she said, and there’s a great flood of relief in her chest at having it out in the open without having pried the confession from between her own teeth.

She can only assume it’s the same for Chloe. Meeting her eyes, Max can see her posture slouch and slacken, tension releasing from her diamond-cut jaw. She makes that Chloe face that’s almost a smile but not really, a self-conscious upward tug of one corner of her mouth.

Her bony long arms sheepishly lift, and Max shakes her head with a laugh before stepping into them.

“Sorry, Max,” Chloe mumbles, planting her chin over the top of her head. “Didn’t mean to get you all caught up in my shit.”

“You should,” Max answers into her hollow of her collarbone. “I want to be caught up in your shit.”

It scares her, and it makes her sick with worry, but she would rather know than be left in the dark, kept at an arm’s length. They used to tell each other everything. More than anything else, Max hates the thought of that changing. “Just please let me know about this stuff instead of leaving me alone to panic?”

Chloe nods against her. “Yeah, okay.”

“There we go,” Rachel says as they pull apart, satisfied. Max’s smile is equal parts humbled and grateful, a wordless _thank you_. She knows Rachel catches it -- it sparkles in her eyes.

“Now I, for one, am in the mood to get some bubble tea. How about it?”

"Sure,” Chloe answers with a grin and a shrug -- defeated, but happily so.

“Sounds good,” Max concurs, and falls into step beside the two of them as they head out towards the truck.


	4. freeze frame

**Summary for the Chapter:**

> Everyone has something to say about Rachel Amber, and Max can hardly keep up, much less match up.

**Notes for the Chapter:**

> Hey, guys! Back with another chapter-- sorry for the wait. Thank you so much, as ever, for all your lovely comments! Have a great Easter!

The second week into her studies at Blackwell, the glamor has already begun to wear.

Max hates herself a little for feeling this way-- this is her dream school, how spoiled is she to be complaining already? But at the end of the day, behind the veil of prestige, Blackwell's a highschool like any other. The cliques are clear-cut and form a straightforward hierarchy: the geeks, the stoners, the theater kids, the cheerleaders and jocks, and finally, the Vortex club. Max has never been good at weaving herself into any established social circle, but she's feeling her way towards her own little group, with Kate and Warren and Alyssa. Bottom-feeders, Victoria had dubbed them.

And at the very top of the food chain, floating above it all, is Rachel Amber.

She is, in a word, perfect. Raises her hand in response to every question, no matter the subject, and always answers without a hitch to her words; barely breaks a sweat in P.E., and her legs go on for miles in her gym shorts; people are always swarming around her, desperate to drink in her sunshine glow. Max is still blown away that someone like that would even give her the time of day.

Beneath her gratitude and awe, however, a nasty layer of pettiness burgeons, like mildew on the underside of tree bark. She knows it's wrong, but she can't help it-- Max finds herself wishing with growing urgency that once, just once, Rachel shows up to class with her hair out of place because she slept through her alarm, or that her lipstick smudges without her realizing, or that she trips over something in the hall. It's mean and petty and terrible, but Max would kill for any sort of sign that Rachel Amber is just as human as everybody else.

When the graffiti starts coming in, it feels like some sick form of wish fulfillment.

Of course, it wouldn't be highschool if it didn't have insults, profanities and 4chan memes scribbled onto every available surface. The desks and walls poor Samuel undoubtedly spent ages scrubbing in preparation for the new year were never meant to retain their luster. Max crinkles her nose at every new tag she spots -- most are names she doesn't know, but she's nonetheless certain they've done nothing to earn such colorful descriptors. _Teenagers can be so cruel_ , she thinks to herself each time, and shakes her head before walking on.

It's the _Rachel Amber is a SLUT_ , leering at her from a stall door in the girls' bathroom when she goes to shower Tuesday morning, that gives her pause for the first time.

It's jarring. Almost surreal. Who in Blackwell would even write something like this? What reason would they _have_ to? Max's jaw tightens, a sharp swell of indignation rising in her chest-- and the first mark it finds is herself.

_Great. So Rachel Amber isn't above being targeted by shitty highschool bullies. Happy now? Is this what you wanted?_

All she can do is stand there for a moment and seethe, blindsided by her own anger. Then Taylor comes in to brush her teeth, and her snobbish "can you _move_ " sends Max scurrying wordlessly into the shower.

She comes back that evening, sharpie in hand, scratches out the cussword and amends: _Rachel Amber is a very nice person, actually, so maybe get over yourself._

Not the most cutting or concise, but it brings a small sense of accomplishment just the same.

 

* * *

 

At lunch hour the next day, Max is seconds from joining Kate at their table when she's stopped by a tap to the back of her shoulder. Turning, she finds herself face to face with an auburn-haired boy she only faintly recognizes -- he's not in her year, but she's seen him hang around Warren here and there. He doesn't really stand out: average height, round jaw, soft eyes. Kind of like her, which might be why she doesn't feel particularly nervous, even being approached by a stranger.

"Hey. You're Max, right?"

"Yeah," she answers, with a marked pause afterwards where she would've said his name, if only she knew it.

"Eliot," he offers mild-naturedly, and at least doesn't seem to be taking offense.

Max apologizes anyway. "Sorry. I'm terrible with names."

"No, that's alright. I don't believe we've spoken before." He extends a brief smile, before a heaviness settles over his features. "But I was wondering if I could have a moment with you, alone."

The sobriety to his voice tilts Max a little off-axis, split between curiosity and trepidation. "Sure," she offers sheepishly. "What about?"

"It's about Chloe," comes his reply, and he steps a little closer. It makes Max swallow. "You're her friend, aren't you?"

"I am." She's only dimly aware of the habitual burrowing of her teeth into her lip between words. "What's up?"

Eliot doesn't answer right away. He glances between her and the door a moment, before his voice drops to a careful murmur. "Maybe we could go outside, where it's quieter."

Max's heart is pounding now, anxiousness dampening her palms. But there's no way she's denying that offer. She has to know what's going on.

So she signals to Kate she'll be back in a bit, and follows Eliot through Blackwell's looming doors.

They walk in silence, only heightened by the medley of voices surrounding them from every corner of the courtyard. Max can't stop drumming her fingers to her hip, staring at Eliot's nape as if it would disclose his intentions to her. This has to qualify as some form of psychological torture. _If this guy's just messing with me_ , she thinks, _I'm going to be so freaking mad._

Time stretches tauntingly on like a chewed-up piece of gum, but when Max checks her watch, she finds it's been barely five minutes. They stop, at last, on a stranded patch of a grass by the back of the school, a little ways off from the parking lot. Eliot settles down cross-legged while Max sits with her calves tucked beneath her, rubbing her palms back and forth over her jeans.

He hesitates somewhat before opening his mouth, seeming to consider his words. Max knows that all too well. Normally, she'd be sympathetic. She's never been in the habit of urging people on.

But this is about Chloe.

"So-- what did you want to tell me?"

He taps his fingers to his knee, contemplative. "It's… a warning, I suppose," and the blood draining from her face must be plainly visible, because he hurries to add: "But there's no need to panic. Please give me a moment to explain."

Max forces out a breath, and rolls her shoulders down.

"Chloe and I used to be really close," Eliot begins. Despite the weight of laden dread in her gut, there's a wistfulness to his tone that makes Max instinctively feel for him -- though she can't help but wonder why Chloe hasn't mentioned him once. Still, she keeps quiet, taking in each word with rapt attention. "After her dad died, she had nobody… I was the only one there to support her. It was hard, but I thought she was healing, slowly but surely. Then things started changing, when she met Rachel Amber."

Max's stomach dips lower. It pulls her down, curls her in, wilts her towards the ground. "What-- what do you mean?"

"Chloe was… struggling, before that," Eliot admits with a sigh. "But it's Rachel who kicked her entirely off-track, and ruined her chances of getting her life back together. The blue hair, the tattoos…"

Just then, it's like a gear's slipped out of place; Max's wide-eyed immersion cracks, and she sits up a little straighter. Shared history or not, he shouldn't _get_ to talk about Chloe like that.

"Maybe she just likes how they look."

But Eliot just shakes his head, dismissing her without a moment's thought. "Rachel's the reason Chloe got kicked out of Blackwell."

With that alone, Max's assertiveness goes up in smoke.

"What?"

"She hasn't told you, hasn't she?" He grunts out a dry laugh, acid corroding the edges of his voice. "Of course not. Chloe would sooner die than admit it. She's so completely wrapped up in Rachel's influence, she can't see what's right in front of her."

That can't be right. Chloe told her she dropped out-- she never said she was _expelled._ She never said it had to do with Rachel. She wouldn't lie, not to her.

But then, she hasn't told her a single thing about the circumstances surrounding it, has she?

Chloe wouldn't lie, but she's been obscuring the truth just a little too much since Max came back. Shrugging her shoulders, laughing it off, kicking ugly details under the handy rug of 'whatever'. What if what Eliot's saying is real? Max doesn't have a single fact to counter it. Curiosity bubbles up her throat, demanding she inquires further-- with more details, she'd be able to piece a clearer image together, then judge its likelihood for herself. If he'd just tell her what Rachel _did_...

But then she thinks of Rachel, laughing with her on the roof. She thinks of Rachel, pleading with her to see Chloe with such open concern in her eyes, and putting on her stupid mix CD from when she was twelve in Chloe's car, just to let her know she still has it. And a swirl of indignant protectiveness wells up in her chest, the same as the day before in the bathroom -- intense enough that for once, it manages to stomp down even her compulsive urge to probe.

Max squares her jaw. "Look-- Chloe's my friend, and Rachel's been nothing but nice to me. And to Chloe too, as far as I can see. I'm not going to sit here and have this conversation with you." Gathering her messenger's bag under one arm, she rises decisively to her feet, and casts a stern glare down at him. "And you shouldn't be spreading these sorts of stories about people."

Eliot stares flatly up at her in return, and for a moment, not a word leaves his mouth.

"Fair enough, I suppose," he relents with a shallow note of disappointment -- the kind that comes without any real surprise. Then he gets up, too, snatching Max's leverage as easily as that.

When he leans in to speak next, his voice drops the lowest she's heard it, and the subtlest hint of sharpness cues in like the first inch of a boxcutter.

"But you'd do well to keep in mind what I said… and if you really care about Chloe, you'll start watching for the signs."

An inch-deep incision to the back of Max's neck, and it prickles there, invisible-red, all through the school day.

 

* * *

 

"I ran into this guy, Eliot, at lunch today."

Truthfully, she's not sure what she hopes to achieve by bringing that up. A better understanding, maybe. The other side of the coin. Maybe she just wants to see what will happen-- whether the looks on Chloe and Rachel's faces will be ones of guilt, or fear, or anger.

What Max doesn't expect is the slack-jawed gapes they both give her before bursting into hysterical laughter. Rachel doubles over. Chloe nearly spits out her soda. A couple hapless mall-goers turn to look their way. Max just stares, uselessly stirring her sweetened iced tea with her straw, as she waits for them to finish.

"Holy shit," Chloe wheezes in conclusion, wiping at her mouth. "That guy is _such_ a creep."

Rachel, who had leant onto Chloe for support as she laughed, settles with her hand poised between the taller girl's shoulder blades, now scritch-scratching idly along the line of her spine. Max looks down into her cup, and watches the little ripples there.

"Chloe friendzoned him like three years ago, and he's still not over it."

"Is it even a friendzone when I don't want to be his friend?"

Max wrings out a chuckle, small and strained, too caught up trying to consolidate this into her encounter from earlier that day. Rachel, perhaps taking pity on her, goes on to elaborate: "Ever since Chloe dropped out he's been trailing me like some inexorcisable ghost. Hella skeevy. Think he's trying to bring me down through the sheer power of stink-eye." She rolls her eyes hard enough for her whole head to roll with it. "Like, dude, she would've discovered pussy sooner or later, alright?"

"Shut the fuck up," Chloe bows her head through a snigger, and when she socks Rachel on the arm it feels like there's just a little more force behind it than usual. "Ow," Rachel laugh-groans, and butts her shoulder to hers. Max's cheeks itch with heat.

"So let me guess!" Steering them back on track, Chloe leans forward with her elbows on the gray metal table. "He was trying to bribe you into stealing my used panties for him?"

"No! Gross!" Max sputters out a laugh, even as the heat spreads to her ears. She has to pause, then; it occurs to her she's got no idea how to sum up that interaction at all. There's no way she could recount what he said -- even on her own, Chloe would never want to hear it, but with Rachel right there? Max would have to be an idiot.

She masks her hesitation with a long gulp of tea, fitting her words together with the same dedication of a toddler placing play blocks into the right-shaped holes. "He was just… asking about you," she offers at last, scratching a ghost itch on her nape. "But I guess he was kinda creepy about it."

"Just stay away from that screwball, seriously," Rachel concludes, and though her lips are still curled into that thick crescent smile, there's a hardness to her voice that lets Max know she's done joking. "You don't want anything to do with him."

"Yeah, okay."

 _But why did Chloe get expelled_ , she wants to ask, but doesn't.

"A-ny-way," Rachel begins with great flourish, declaring the previous topic dead in the dust-- "the Vortex club are throwing their first party of the year this Saturday, and you two should come with me."

Chloe lets out a chortle. "What's Max even gonna do at a Vortex party?"

Max knows she's right, of course, but it would be wrong by her pride to let it go without protest. She puffs out her chest, straightens in her chair. "Hey!"

"It's not an insult, dude," Chloe drawls in response, reaching over to yank the hood of Max's hoodie over her eyes. Max whines and swats her hand away. "Vortex parties are bottom of the barrel, stuffed to the brim with Blackhell's smarmiest jackasses. The only thing they have going for them is booze and lack of competition. And you don't even drink."

"Sometimes the music's fun," Rachel adds with a shrug, though she doesn't argue any of the aforementioned points. "And she'll have us for a jackass-shield."

Chloe levels her with a solemn stare, and shakes her head slowly. "I don't think you understand. She barely made it through our classmate Sharon's Bat Mitzvah."

"That was forever ago! We were in sixth grade!" Max squawks, which makes the two of them laugh, and then her cheeks are burning red all over again-- worse, this time. She knows Chloe's just messing around, that she doesn't mean it in a mean way, but in the end it doesn't matter because she's _right_ and Max is the exact same socially-stunted loser she was at twelve years old. In five years' time, Chloe's matured and evolved so much that at first she barely even recognized her, and Max has changed so pitifully little that Chloe's elementary-school memories still hold true.

Max knows that she's right and she hates it, and in that moment her shame-fuelled anger runs so hot that she doesn't even think before spitting out, "Could you maybe not decide for me? What if I _want_ to go to the party, Chloe?"

"Uh," Chloe falters mid-laugh, clearly caught off-guard. "You do?"

"Yeah, I do," Max defiantly retorts, and three seconds later calms down just enough to realize this may well have been an incredibly stupid thing to say. "I mean… if I can. I have, like, a metric buttload of homework."

Chloe looks at her with one quirked eyebrow, but holds her tongue. In her stead, Rachel says: "Then you'll just have to keep us posted," and flashes her perfect dimple-cheeked smile.

The warmth in Max's face won't quite subside.

"Right."

 

* * *

 

On Thursday afternoons, photography students have an hour and a half of free time. History of Photography is tacked onto their evenings, instead. Lots of kids complain, but Max doesn't mind-- she likes having some time for herself in the middle of the day, when the sun is still out and the halls are quiet, with all the other tracks still in class.

Settled on the edge of the bed with her guitar in hand, she strums a few experimental chords, then carefully tweaks the tuning pegs. She knows she should be using this time to chip away at her massive pile of homework, and it's like, _totally_ the next thing on her to-do list, but she hasn't had time to practice since classes started and she misses it. Plus, with so few people around the dorm at this hour, it's too precious a chance to waste. Nobody can judge her guitar playing skills if nobody's there to hear it.

"Any requests, Cap'n?" she asks her teddybear, perched attentively by the pillow. And then she goes for Wonderwall anyway, because she always goes for Wonderwall. She's a sad five-song pony, but hey, she's not banking on making a career of it.

Max is barely halfway through the second chorus when a knock at the door cuts her off. The rushed, impatient rapping forms a rhythm she instantly recognizes, even before Chloe's voice calls out from the other side: "Yo, Mad Max!"

Max frowns at the door for a moment, perplexed. What is she doing here? They hadn't made any plans today, there's no way she'd forget. Her gaze drops to the guitar at her lap, then trails towards her science textbook, sneering at her from the top of her desk.

But what's she gonna do, say no to Chloe? So she sets her guitar down and opens the door, only to be frozen in place by the sight that greets her.

Chloe looks… _clean_. The kind of impeccable, uncanny clean that you'd see in the 'after' pictures of a rehab program ad. Gone are her torn-up, printed tees, replaced by a stark white button-up, sleeves rolled down all the way to her wrists to conceal her tattoo. No tears or patches on her jeans, no beanie, and she's taken her piercings out. Her hair is combed down the smoothest she's seen it, and her pale skin seems to shine, somehow; chapped, bitten lips have turned peach-pink and glossy, lashes fluttering long and distinctly dark over her eyes. And she smells-- nice, enveloped by a floral-fruity haze Max can't quite place, roses or berries or something else pink.

Max spends about five seconds gaping in silence before blurting, "What _happened_ to you?"  
  
Chloe snorts and rolls her eyes. "Thanks, Max. Good to see you too." She steps around her into the room, stretching her long, wiry arms above her head. It makes her shirt ride up a bit, and Max looks firmly away, shutting the bedroom door with a _thud_.

"It's my job interview getup, alright? Supposed to trick people into thinking I'm a halfway-functioning member of society."

"So that's why it looks so weird," Max murmurs, laughing when Chloe reaches over to smack her on the arm. "I'm kidding! You look really good."

A pause, and she sweeps her tongue over her lips, wary. Something about Chloe's body language, the way she bounces on her heels and swings her arms as she strides across the room, makes Max think she might be better off not asking. But she's got to, right?

"So how'd it go?"

"Like a flaming heap of dogshit," Chloe spits back, and Max's shoulders hitch up guiltily. "I need to blow off some steam before I snap and kill something. And _you_ have this period off," she says, jabbing a bony finger to Max's chest. Then her features soften just so, a pout pulling on her pretty-colored lips: "Come with?"

Max glances back at her desk, then to Chloe. In truth, once Chloe's made up her mind, there's no force on the surface of this planet that could hope to deter her. But at the very least Max would like to go with a modicum of dignity, and if possible, some vague idea of what the hell she's in for. "What am I agreeing to, exactly?"

" _Fun_." Chloe knocks their elbows together. "You might've heard of it."

It's the kind of teasing Max is long used to, but there's a strained note to her voice, like a string pulled too tight. Max can tell she shouldn't draw this out too long, this time.

"Alright, alright," she yields with the caveat: "but it better be safely within the definition of legal, and you're dropping me back here by three."

"Anything you say, Little Miss Proper." Chloe points a finger-gun her way, already making for the door. "Let's bail."

She lights a cigarette as soon as they're in the truck, which is gross and normally Max would say so, but for now she holds back. Chloe's all wound up, brimming with nervous energy, drumming her fingers against the wheel as she drives. It makes Max think of the first time she sat beside her on this tattered leather seat, after-- after David.

She still doesn't know what to do when Chloe's like this. She thinks she used to, five years ago, but things are different now. Chloe's like an agitated wolf, sharp eyes and bristling fur, and reaching out now may well do nothing but get her hand bitten right off.

But Max does, anyway. "Was it that bad?"  
  
"Sure fucking was," Chloe shoots back, pointed and splintering, and Max shrinks a little. Chloe's eyes dart towards her, and her teeth close over her lower lip a moment, before retreating to release a pent-up sigh laced with bitter tobacco. "I'm just so tired, Max. I spend every goddamn day hitting up job offers, most of them flat-out ignore me, and those that don't, half the time just look at me like I'm human garbage." She rakes a hand, all curled tree-branch fingers, through her hair. "It doesn't matter how much I prepare or how nice Rachel dresses me up or how much ass I kiss, all they see is some strung-out highschool dropout. Might as well be fresh outta juvie."  
  
It draws a new little crack across Max's heart, hearing it. Were it only Chloe's own insecurities, she could bat them away-- fend them off with warm words and steady reassurance, because _she_ knows how strong and smart and wonderful Chloe's always, always been. If it's Chloe's word against her own, it's a fifty-fifty; not an overwhelming triumph, but a solid chance, at least. But what can she do about other people? How can she keep _them_ from hurting Chloe?

Max brushes at her bangs, hating how small she feels. She decides, at last, to try and focus on the positive: "Rachel dresses you up?"  
  
And it works, like the wave of a fairy wand: Chloe perks up at once, gets that goofy smile on her face like every time she talks about Rachel. "Yeah. Helps me prepare my answers, too, like some kinda life coach. She's like, scary good at talking to people -- probably the only person on Earth who can answer the 'what're your weaknesses' question and make it sound good. Every job I ended up landing was thanks to her." She puffs out another cloud of cigarette smoke, and her smile thins-- "But even Rach can't work a freakin' miracle."

Though she's been trying not to think about it, that conversation with Eliot floats back into her mind again. Rachel's _helping_ Chloe. It's obvious she cares. There's no way she'd do anything to get her expelled.

Or she's trying to make up for it now, because of the guilt?

Max scatters those thoughts away with a shake of her head. This must be exactly what Eliot wanted, planting those ideas in her brain so they can blossom into stupid, baseless theories. Feeding into them isn't going to accomplish anything. It's definitely not going to help Chloe right now.

Thumbing at the string of her hoodie, Max draws in a breath, and asks with all the caution of a Naval officer disarming a landmine: "Do you ever think about going back to school?"

"No," Chloe snaps back without a beat, "because I don't care, and I don't want to."

Spoken with such resolution, it knocks the wind clean out of Max for a second. But she can't just accept that argument at face value, either. It's childish-- Chloe's always had a habit of plugging her ears to every idea she doesn't like. "Okay, yeah, you don't like school," she mutters through a frown, "but don't you think it's worth putting up with for a couple more years if it means you'll have an easier time down the line?"

Chloe's eyes roll back, and she heaves out a loud, exasperated sigh, like it's the stupidest thing she's ever heard. "Alright, look-- not like I can plop back into Blackwell and go 'sup, anyone down for briefing me on the last two years? I'd have to go to a remedial, where all the rejects and dopeheads like me go, and it's gonna cost money that I don't have, and eat into the time I could be using to make the money I don't have, and if I go through all that and still end up failing like I did all my classes at Blackwell-- well, that's just gonna be embarrassing for everybody." She hits her hands against the wheel with a definite _thump._ "So no, I don't think about it, okay?"

Max drops her gaze to her lap, her cheeks prickling with embarrassment. She sure feels pretty stupid right now. "Sorry."

"Don't sweat it," Chloe shrugs, voice flat. "Everyone acts like my life is their problem to solve."

The reassurance only makes Max's stomach sink lower.

"Anyway, none of this is even gonna matter once we get to LA. _There_ we won't be surrounded by shit-crusted hicks, and we could get some actual fucking opportunities. So whatever."

Max bites the inside of her cheek. "You and Rachel really are serious about going, huh?"

"You bet we are. Like hell we're gonna let this dumpster fire of a town suck our souls dry." Chloe casts a quick glance sideways, and a smile tugs at one corner of her mouth. "Hey, check it out," she nudges Max's side with her elbow, "we're here."

Max follows her gaze, then spends a moment staring in bafflement, her nose scrunching up. "Uh. Where _is_ here…?"

"What, not taken with its rustic charm?"

What with Chloe's first choice of hideout turning out to be a junkyard, Max supposes it's on her for expecting anything else. Still, she can't help but be a little wary -- the brick building looks positively _ancient_ , walls covered in grime and overrun with vines. The glass in the windows has all been shattered through, and there's only, like, three-quarters of a roof. It's the kind of place Chloe would've sent her into as a dare when they were kids, and Max really isn't sure she would've gone through with it.

She squints as she takes the sight of it in. "Are we supposed to go in there? There's tape around it."

"Yeah, a whole chunk of roof fell off, like, two months ago. Now it's pretty much just the cockroaches hanging around there… and me!" Chloe flashes a wry grin, gearing her truck to a stop. "The Prescotts are gonna have it demolished and turned into a parking lot within the year, which means until then, it's free game. We're gonna go to town on this bitch!"

Hopping out onto the pavement, Chloe walks around to the truck bed and begins rooting through it. Max peers curiously over her shoulder, jumping back half a step at the sudden ear-piercing declaration: " _Bam_! Now get a load of this," followed by the heavy clatter of a toolbox dropped to the concrete.

At a closer look, it's not quite a proper toolbox -- not as big as the one her dad keeps in the garage, and colored kind of tackily, built with chunks of red and yellow. It takes Max a moment to place just where she'd seen it before.

"Isn't that your art supply box?"

"Damn, Caulfield, spoil my dramatic reveal, why don't you. Here," Chloe says with a smirk, and flips the lid open. Its contents haven't changed from what she remembers: a mish-mash of paints in every color and every medium, stained acrylic cans and wrung-out oil tubes, spray paints and pens and brushes and crayons.

"So you're giving this place one last paint job," Max concludes, looking back up at Chloe with a raised eyebrow.

"How's _that_ for giving back to the community, am I right?"

Snapping the lid back shut, Chloe grabs the box by the handle, and ducks under the tape as she saunters towards the crumbling building. The dictionary definition of devil-may-care. There's something emboldening about that air of blasé, and Max picks up her pace until she's walking side-on with her, only somewhat concerned with the earlier mention of cockroaches.

 

* * *

 

If there was any doubt that Chloe had been here before, the building's interior wipes the last of it away. Much like the outer side of the walls is caked with dirt, the inside is caked with paint: layers and layers of graffiti without an inch of space between them, forcing the tags to override one another. Chloe's not the only one that's been here, but her presence is prevalent, bold letters sticking out easily among the mess of shapes and colors. Mostly, she's written profanities. Max can see how that would be therapeutic.

They step deeper into the barren hallway, brushing past cobwebs, their footfalls echoing against the uneven floor tiles. There's no lights here save for the afternoon sun streaming in through the broken windows. It paints just the kind of picture you'd pair with some creepy urban legend online, and Max doesn't squander the opportunity to pull out her camera and capture it, even as she sticks to Chloe's side like glue.

On their way, a particular tag catches her eye-- _rachel+chloe, 2013,_ inside a heart. It pinches at her stomach, but she doesn't say a word, only walks on in silence.

It takes Chloe a couple minutes to find a spot she deems worthy, but at last she stops in place, setting the toolbox down on the floor and throwing it open. "Pick your poison, hippie," she says, and gestures towards it with a broad sweep of her arm.

Max looks from Chloe to the wall. She's not sure what made her choose this particular chunk of brick -- it's plastered with every bit the graffiti as the space around it. Maybe its contents just aren't important enough to keep. Maybe that's why that little heart with Rachel's name in it still perseveres, all the way back from last year.

"I… don't think inspiration's struck just yet. Could I watch you for a bit?"

A small crease of disappointment marks Chloe's brow, but she shrugs without complaint. "Suit yourself."

Bobbing lightly on her heels, Chloe rolls up her sleeves as she mulls over her options, and finally snatches up a can of deep blue paint. Max watches with quiet curiosity as she pries the top off -- and then staggers back with the roaring impact of Chloe's scream, followed by the splattering of paint against the wall. The can rattles empty to the floor as Chloe yells and growls, planting her palms flat over the brick to smear the paint every which way. Max's heart pounds, jolted to a hammer's pace by the shock, but before long she finds it dimming, drowned out by Chloe. There's an implacable choreography to her movements, almost ritualistic in their primitivity, swinging senselessly between fluid curves and jagged edges. Her elbows slash through the thick, musty air, carving a space for herself that's all heat and intensity. She throws herself against the wall with the whole of her weight, grunting with the impact but never slowing, shaping blue into pathways and pools like a god. Not destroying, but creating in her rage.

Max doesn't even have to think before reaching for her camera. The clicks of the shutter accentuate Chloe's wild dance like a drumbeat. _Click._ Chloe slams her hands down. _Click._ Chloe digs paint into the cracks in the brick. _Click._ Chloe grabs a spray can and squeezes, spitting neon green onto her blue-dripping canvas. In wide, jerky strokes, she paints stars and crosses and vague indistinct shapes all across, lifting onto her tiptoes to cover every inch of space she can. The exhausted container soon joins its predecessor on the floor, and Chloe barely hesitates before picking up her marker. She's breathing through her teeth as she begins scribbling onto the still-dry patch of brick, in crude, uneven type-- a string of _FUCK YOU FUCK YOU FUCK YOU, IT'S ALL BULLSHIT, STOP TRYING._

By the time Chloe's finished she's slouched and panting, the wall before her a bleeding mural of blue and green and black, and Max has eight new photos gathered in the pocket of her hoodie. Chloe's hair frames her face in a tousled mane of shocking blue, her palms coated cobalt to match, with splotches of that same paint staining her cheek and nose and her impeccable white shirt. When she turns to look at her, Max thinks that's the most Chloe she's looked all day, and raises her camera to take one more photo.

"Guess you had your own kind of fun, you weirdo," she rasps out through a grin, and turns her hands palmside-up to study them.

"Wait, I think I have some tissues in my--..."

But nope, Chloe's already smearing them over her jet-black jeans. Max huffs out a laugh and shakes her head.

"Okay, then. I'll just lend you something to wear at the dorm."

But she figures she could, at least, help make Chloe a little more presentable. Closing the distance between them in couple mild steps, Max reaches out a hand-- "You look like you stepped out of Blue's Clues. Hold still." Her thumb rubs insistently over the blue-stained tip of Chloe's nose, then makes for the mark on her cheek, right above the corner of her mouth. Chloe's eyelashes twitch, then flutter, and she leans into her palm just so.

Max swallows. Her heart thuds against her chest, suddenly wanting to linger, the way Rachel's hand would. But she knows that this is different, so she doesn't.

"You're so freakin' fussy," Chloe mutters as she pulls away, grinning. She fishes out her phone to check the time, and Rachel's smiling face greets Max from her lockscreen, like a reminder.

"Twenty-seven whole minutes to spare," Chloe announces, butting her shoulder to Max's. "Feeling inspired yet, Maximus Prime?"

"I doubt I could compare with your epic masterpiece," Max says with a lopsided little smile. "But, I guess…"

Reaching down into the toolbox, she pulls out a thick permanent marker, and writes in bold purple beside Chloe's piece of wall: _max+chloe, 2015._

"Short and sweet," Chloe says with a nod of her head, accepting this. "Alright-- guess we should head back. I _strongly_ suspect we have time to get a slurpee." She bites her lower lip through a smile, an eager puppy look. "If you want."

"Sure," Max answers, as if she could possibly turn that face down. "We can make it my treat, this time."

So they stop by the 7-11 on the way to Blackwell, and Max gets a Coke slurpee and Chloe gets a blueberry one, and she doesn't even care how the old lady behind them in line stares. "Take a picture, lasts longer," Chloe shoots over her shoulder, and Max chuckles and rubs at her nape, "Damn, I feel called out."

They camp out in the bed of the truck as they drink, because Chloe doesn't want to drive one-handed. The sun is still full in the sky, ripe golden-orange -- it's an exceptionally warm day for October, taking Max back to elementary school summer vacations and homemade popsicles in the Prices' back yard. She looks at Chloe, how her lips and mouth are painted blue now too, and her chest feels full to burst.

"You know what, Chloe Price?"

"What, Max Caulfield?"

"You're awesome," she answers decisively, adding after a beat: "And anyone who doesn't see that, or tries to tell you otherwise, is a grade-A asshole and can go fuck themselves."

Chloe snorts so hard she nearly chokes on her drink. "Woah, check it out! We got a badass over here!" Max feels herself flush, but then Chloe sits up a little straighter and her smile turns soft and she says, "No, but I mean it. You're pretty hardcore, Max." A gentle bump of elbow to elbow, and: "Thanks for today."

"Sure thing," Max murmurs back, smiling down into her cup.

The conversation lulls into silence, but there's a pensive little twist to Chloe's lips as she fiddles with her straw. Max studies her, unsure whether to wait or probe, before that slender hand drifts up and settles between her shoulder blades.

"Hey… sorry if I was being a dick the other day." Chloe's voice is careful, quiet. "I didn't mean to, like, uninvite you from the party or anything. I guess my dumb ass just has a hard time processing things can change in five years."

"Your ass isn't dumb," Max responds, warmth pooling in her stomach. She hasn't even been angry, would never have thought to bring it up, but Chloe still cared. Just the way she always has. "It's okay. Thank you, though."

Open relief shines in Chloe's eyes, at that. "Okay. Cool." There's a brief pause during which they do nothing but look at each other, and somehow it doesn't feel weird at all, but then Chloe remembers-- "Oh, yeah. Show me your photos!"

"Oh." Max hesitates, a little embarrassed. She's not sure why, when she's taken Chloe's picture a thousand times before -- maybe fearing she failed to capture the raw, effervescent beauty of that moment as she saw it through her eyes. Maybe fearing she succeeded.

But either way, it only seems fair to. "Okay."

She passes the stack of polaroids over, fingertips buzzing with nerves. The grin that stretches across Chloe's face is quick to assuage her worries, though. "Dude, these came out hella sick," she says, flipping through them like she was eight years old and tearing open a rare Pokemon booster pack. "You gonna bring them to Jefferson's class?"

"No," Max answers simply, bundling her hands together in her lap. "These are just… for me."

Chloe gives her this _look_ and she's sure she's going to tease her, but instead she says nothing, and keeps thumbing through the photos with that same awed smile. Once she's finished, they down the remainder of their drinks and drive back to the dorms. Max gives Chloe some clean stuff to wear -- her frame is shorter but thicker so it evens out okay, and Chloe doesn't look too goofy in her shapeless jumper and tired jeans. She hugs her, that kind of clinging squeezing face-in-neck Chloe hug, and thanks her again before leaving. Max is left with the tingling taste of Cola slush on her tongue and a swirl of floral-pink and cobalt-blue filling her nostrils, and it feels good. A little giddy.

Only ten minutes later, in Science class next to Rachel, does the thought catch up with her--

_You know she only came for you because Rachel had class, right?_

And the giddiness seeps away like rainwater down the drain.

 

* * *

 

She's been telling herself to stay calm, to stop being such a dumb typical teen, but Max can't help it. The nearer the night of the party draws, the heavier it weighs down on her, and by the time Saturday evening rolls around it's a thick gray stormcloud hanging over her head, and she's anxiously waiting for the lightning to crack and fry her to a crisp.

Then, at eight PM, it hits: Chloe texts them in the group chat, saying she had some big fight with Step-douche over dinner, and now she's under house arrest and can't come. Max's first response is to ask if she's okay, and Chloe says she's fine, she's just going to lay low for a bit until he calms his tits. Rachel says he can choke on a dick, which Max can only assume is its own kind of soothing, as it gets a ' _lmao yeah'_ out of Chloe.

' _Ugh, well, do what you've gotta to get him off your ass_ ,' Rachel concludes. ' _There's always next time._ '

It's her next message that sends Max's heart plummeting into the bottom of her stomach: ' _For now, we can have fun with the two of us. Right, Max? ;)_ '

"Oh no," she whimpers at her phone.

Not that she hasn't spent time alone with Rachel, or that Rachel hasn't been nice. It's a simple matter of hierarchy: Rachel's nice to Max like she's nice to everyone at Blackwell, but Chloe is a rung above that. If they went with the three of them, Rachel would most likely stick closest to Chloe through the night, and Chloe most likely wouldn't want Max to feel left out, so she'd let her stick by the two of them. Taking Chloe out of the equation, though, means Rachel will be splitting her time between Max and dozens of other kids on the same rung of importance as Max, but probably cooler, funnier, and more interesting than Max. It's doomed to fail. Just, mathematically.

And yet she still sends back ' _Yeah! :D_ ' like a dumbass.

Max spends the following hour alternating between beating herself up over it and beating herself up over beating herself up over it. A part of her-- that same part that got all offended at Chloe's suggestion she wouldn't want to go, no doubt-- tries to argue that she _should_ go, and that who cares if Rachel won't be with her the whole time, isn't the whole point of parties to mingle and talk to new people?

The rest of her is pretty much just screaming.

By some manner of miracle, she gets as far as putting together a tentative outfit for the night, before quickly deciding it looks stupid, attempting to coordinate another one, and deciding that one looks stupid too. Okay, if she's going to do this-- and she's really not sure that she is, like, at all-- then she'd best consult Rachel for fashion advice. If she could make Chloe look like a pastor's daughter who strayed only briefly from the righteous path, surely she could make Max look like she's _not_ the biggest loser on Earth?

The thought of Rachel's effortless star-quality rubbing off on her, if only a little, proves surprisingly reassuring. It's a pipe dream, an idle fantasy, but still… what if? It's enough to get the eighty percent of Max's brain that's been screaming to pipe down a bit.

"Okay," she exhales, patting her hands over her cheeks. "Okay." She works herself up into knocking on Rachel's door like she's freakin' Rambo going into a match, but in the end all she can manage is a gentle rap on the wood and a squeaky little, "Rachel?"

"Yeah, come in!"

Rachel's standing in front of the mirror when she enters, putting on makeup. She'd turned her desk into a makeshift vanity, covered in all sorts of products Max can barely even name -- the farthest she's ever gone is trying to apply eyeliner one time in middle school, and it's not a memory she likes to revisit. Max is left staring at Rachel's back for a moment, watching her drag the streak of lipstick to the very corner of her mouth, before she finally declares-- "There we go," and turns towards her.

"Max, hey."

Max mouths a 'hi' back, but she's not sure if the sound leaves her throat in full. Because face-to-face with Rachel, she's suddenly overwhelmed.

It's hard to take in the whole of her at once-- her apple-red lips, painted bolder than Max has ever seen them; the flawless arc of her eyeliner, sharpening almond eyes to a feline edge; her flaxen hair, draped over one shoulder in a deliberate half-ponytail, with every single lock curling exactly as it ought. Her usual jeans and flannels have been eschewed in favor of a black crop top and a denim miniskirt, hugging the curve of her hips, baring her toned abdomen-- and oh, Max never realized she had a bellybutton piercing. Okay.

Her trademark feather earring hangs from one ear, the only common ground with the everyday-Rachel she's gotten to know on campus. It occurs to her that up until now, that had been Rachel when she _wasn't_ trying, and Max couldn't match up to her in a hundred years even then. And if this is Rachel when she's trying-- if she's going to go to the party like this…

Max's stomach churns and rolls, queasy. She'd look like a _joke_ next to her.

The waves of nausea sweep upwards, clogging her throat. She swallows thickly, grimacing at the taste of bile. "I just wanted to say that I… I couldn't get that stupid English report out of the way in time, so… sorry."

It comes out small and pathetic and not convincing at all, and when Rachel looks at her she's sure she can see right through it, but Rachel doesn't push. Instead she curls a gentle hand to Max's elbow, and soothes with that hummingbird coo of hers:

"Hey, that's okay. Next time, right?"

"Yeah," Max mumbles, and pulls back. All she wants is to get out of this room, feeling just the way she did when they first met-- like she's wasting Rachel's air just by standing close. She manages a customary "have fun", at least, before slinking away like a rat down the sewer.

Stupid stupid _stupid_. What was she thinking, of course she can't go to a Vortex party with Rachel Amber. She's a nobody. She's nothing.

Shutting herself in her room, Max turns off the lights, pulls the bedsheets over her head, and squeezes her eyes shut. Like her a brain's a parrot that will shut up once you shroud it in darkness. But it doesn't work, of course it doesn't, all it does is isolate her with those thoughts ricocheting back and forth across her skull. _You're so stupid. Don't you know you're ugly? Did you really think you had any business going to something like this? You'd get laughed out of the room. Rachel'd be embarrassed to be seen with you. She was supposed to go with Chloe. You were a pity-invite._

"Stop it," she hisses at herself, smothering her face into the pillow. "You're not breaking down over this. You're _not_." But her voice can't eclipse the noise inside her head when it's already choked and cracking. She can feel the tears pushing against her closed eyelids. "Stop," she says again, louder, and snaps her bracelet over her wrist. The sting is blessedly grounding. "Stop it," she repeats, punctuated with another snap. "It's just a party." _Snap._ "It's not worth it." _Snap._ "Get over yourself."

With enough repetition, the nagging thoughts are corralled into the back drawers of her mind at last, and Max heaves out a sigh against her pillow. A dull throb pounds between her temples, and her chest feels stifling-hot, but she's fine. She's fine.

She sets the pillow aside and throws the blanket off her head, gulping down a mouthful of air. And then she's left staring at the ceiling in the dark, not really thinking about anything at all, anymore.

Is this how she's going to spend her Saturday night?

"I'm so lame," she mutters, rolling onto her side. That's when she notices her phone's notification light blinking on the nightstand. It's a message from Chloe-- a whole chain of them, to be precise, because Chloe has never in her life sent just one text.

_'yo spectacular spidermax_

_sorry for bailing tonight_

_make sure you bring down the roof for me ok_

_also just saying but if u happen to accidentally spill some beer on victoria do take a pic_

_lmk how it went tomorrow'_

God. Chloe actually believed her when she said she wanted to go. Chloe _apologized_ to her for insiniuating that she wouldn't want to go. Max hates that she's proving her wrong.

Didn't she want the next two years to be different? Didn't she want to come out of her shell? How is she ever going to get better at this if she keeps letting her dumb anxieties stop her from trying?

'Test the limits of your comfort zone,' her therapist used to tell her. And the whole time she was in Seattle, she never did, really. Kept her head low and kept making excuses for herself. What's the worst that could happen if she does go out tonight? Victoria and her lackeys making fun of her? Maybe she _should_ spill a beer on her. Maybe she could take a chance on something for once in her life and not waste Chloe's faith in her.

"Okay." Max sits up, wiping her sleeve over her damp eyes. "All you have to do is not give a shit. Highschool cliques aren't real life. Just go and get slightly tipsy and maybe talk to someone new. It literally cannot be that hard."

Her voice comes out steadier now. Easier to believe. A tiny whispered _but what if_ sneaks in from the back of her mind, but she kicks it away before it can drag her back down. No. Fuck that. Positive thoughts only for the remainder of the night.

She has a denim jacket that's nicer than her hoodie, but she doesn't wear it much because it's not as cozy. She can suck it up for the occasion, though. Max tells herself that's all the effort she's going to put in, not because she _can't_ do better, but because she doesn't want to. Which is only a half-truth, but framing it this way offers some much-needed encouragement-- because you can't fail if you refused to try in the first place, right?

So she puts on her shoes and slings her messenger bag over her shoulder, camera nestled safely within. The walk to the gym is short enough that she doesn't have time to cave to self-doubt and turn back halfway. Thank god for small favors.

The first obstacle is quick to present itself, however: Courtney's sitting at the entrance with an invite list, which Max very well knows she's not on. Rachel guaranteed that wouldn't be a problem, so long as she came in with her -- but she's not here with Rachel, which means no way of getting in.

"Okay, don't freak out," she mumbles under her breath, digging through her bag for her phone. "Just text her. It's gonna be fine."

It's a forcibly optimistic outlook, considering the music inside is booming so loud she can feel it in her feet from across the yard. And Rachel almost definitely has better things to be doing in there than constantly checking her phone. But forcible optimism is her motto for the night, and Max is going to cling to it for as long as she can let herself. So she shoots Rachel a message to let her know she's outside, and then figures if she's going to be out here waiting anyway, she might as well look for some subjects to capture. It'll give her something to do. Ease her nerves a bit.

There's a handful of students dotting the lawn, mostly in pairs, and a small group or two. Pretty much everybody's holding a plastic cup, a bottle, a joint, or a combination thereof. They're all definitely showing more skin than Max has even been comfortable showing in her life. But for now, tucked away behind her camera, she doesn't let it bother her. She's an observer, a lens, meant to document but not interfere -- it's easier to take it all in, this way.

She skulks through the shadows, a safe enough distance from the gym as to not be noticed, and searches the yard for anything that might catch her eye. A pleasing composition as framed by the trees; some display of vivid body language, or a particularly striking choice of outfit; hell, at this hour, she might even spot a bat.

She scans past three dudes chugging beers, through Dana and Juliet blowing cigarette smoke into the air. Then there's a jock she doesn't know playing tonsil hockey with some girl against a tree, gross, and--

Max stops. A too-familiar blue winks from behind the girl's ear, and her stomach sinks beneath the weight of the realization of what, exactly, she's seeing.

There's no mistake, but there's got to be. There's got to be some other explanation, some crucial detail that she's missing, but Max's mind is blank and the only thing she can think to do is press the shutter button.

The camera flashes.

Rachel turns and meets her gaze.


	5. smokescreen

**Summary for the Chapter:**

> Max pieces together more than she wanted to know.

**Notes for the Chapter:**

> Hey, guys! Sorry for the long absence. School's finally out for me, so I'm hoping to get back to updating at a more reasonable pace. If you're still reading, thanks for sticking it out!
> 
> As a note: this one gets a little steamy! Do proceed with caution.

Oh no. Oh no. Oh no.

Rachel’s rushing towards her, and Max’s feet are rooted dead in their place. Every cell in her body is yelling at her to run, but like a deer caught in headlights, she’s frozen: wide-eyed and petrified, her body only cooperative enough to shove the damning photo into her jacket pocket.

For all the good that’ll do her. God, she’s _fucked_. She wasn’t supposed to be here, she wasn’t supposed to see this, but she _did_ and Rachel saw that she saw, and Max can’t even begin to imagine what she’s going to say. She hunches her shoulders, braces for impact, and then Rachel’s grabbing her by the arm--

\-- and yanking her into a big, bouncy hug that knocks the air clean out of her.

"Max! You made it!” She pulls back, crimson-painted lips contouring her perfect white smile, and nudges Max towards the tree by which the jock still awkwardly hovers. The jock that Rachel had just been making out with, right against that very tree. “Come say hi!”

Max can only squawk out, “What?”

But she’s dragged along anyway, and Rachel introduces her to the guy, Aaron, like it’s the most natural thing in the world. He’s in the year below them, a runningback. Max, dumbstruck, can only offer ‘oh’ and ‘hi’; Rachel introduces her for her.

If nothing else, the guy looks like he doesn’t know why this is happening, either. He’s glancing rapidly between Max and Rachel with a furrowed brow, bouncing one leg with unsubtle impatience. Probably misses having his tongue down Rachel’s throat, the creep--

"Max is super serious about her photography, you know. She even brought her camera out here!” Rachel flicks at it lightly with her finger, and though there’s no force behind it, it sends Max stumbling back half a step. “You're so cute," she laughs, and Max’s stomach flips. "The lightning's shit out here, though."

Playful fingers tickle down her arm, locking loose around her wrist. Max can’t suppress her shiver. "Come inside with me. You’ll have lots more to work with.”  
  
“But,” she mumbles, lost, “but you were--”  
  
“Hey, sorry,” Rachel’s already turned back to Aaron, “I’m gonna go inside with Max for a bit. She’s got a photo contest going! Winner gets to go to San Fran!” Though no part of her sounds actually apologetic, she must dislike the way the jock’s expression sours there, because she presses a kiss into the pads of her first two fingers and plants it to his cheek. Her voice curls in thick wisps as she leans in close, matched by the coy flutter of eyelashes: “Maybe I’ll catch you later tonight.”

Her lips don’t quite touch his before she’s hopped back, waving him off with a brilliant smile and taking Max along with her.

Max feels ill for having seen it.

She stares at Rachel’s back as she hobbles after her, studying her gait for any hint of shame, or guilt, or _something_. But there’s nothing there beyond that trademark Rachel Amber confidence, flowing golden-smooth as the silky waves of her hair.

And so Max is led, on wobbly legs that offer little resistance, into the black, harrowing bowels of the gym. The strobe lights shine into her eyes the second she sets foot inside, blinding her, before sweeping past and leaving her squinting into the dark. The music claps over her ears like a heavy set of headphones turned up too high, piercing deep into the base of her skull. Alcohol and cigarette smoke stuff her nostrils. It’s everything she hated about her classmate Sharon’s Bat Mitzvah amplified tenfold -- loud, stifling, musty, _awful_.

Max can barely see past the first layer of people in front of her, that’s how packed it is. Everyone’s shoulder to shoulder, dancing and grinding, a buzzing wall of heat-drenched bodies. Looming, dense, and utterly impregnable. Alone, Max would’ve turned on her heel and left on the spot.

But Rachel breaches that wall with a single step forward, her hand over Max’s as she guides her along. Max curls into herself, tucks her limbs in, makes herself as small as she can be to avoid bumping into swaying, sweat-slicked strangers. Rachel, though-- Rachel walks as tall and proud as ever, and the crowd parts for her like a curtain, allowing her onto center stage; the party’s raw innards, where the smoke swirls densest and the lights shine brightest.

The drinks table is within reach, now, and Rachel heads on over, grabbing a bottle of beer with her free hand, uncapping it, and shoving it promptly onto Max.

“Uh, I don’t,” she weakly begins, gives up when she can’t hear her own voice over the music, and takes the bottle anyway -- if only because when Rachel Amber gives you something, you take it.

As soon as the drink hits her tongue, Max’s whole face pinches. Her first thought is that cat piss must taste a lot like this. It’s absolutely revolting, burning all the way down her throat, prickling in her nose. She tries one more sip, because everyone always says it’s an acquired taste. It doesn’t go down any easier the second time around.

The expression she makes as she drinks must be next-level stupid, because Rachel doesn’t stop laughing for a second. “Okay, I getcha. Not a drinker.” All too happy to relieve Max of the bottle, she drains it of its contents in a matter of seconds, then sets it back atop the table with a dull _thunk_. There’s a twinkle in Rachel’s eyes as she paces backwards towards the dance floor, step by easy step, her gaze pulling Max in like a noose.

She falls into the rhythm like it’s built into her bones, limbs lithe and loose, and everyone around clears the way like servants for royalty. There’s an air of reverence around her, brighter than the lights and denser than the smoke, but Rachel-- Rachel moves without a care in the world, swaying to the music from strong shoulders to full hips, releasing her hair from its tie and letting it tumble down her back. Sparkling and free, just like the fairy princess in that picture book she had when she was six.

Max is helpless, muscles stiff and breath clogged, like the room’s filling with water: up to her ears and steadily rising. The flashes and sounds and thudding bass, Rachel laughing and dancing like what she saw five minutes ago never even happened -- it’s all so surreal, leaving her all at once stone-limbed and floaty, and Max doesn’t know what else to do but raise her camera and click the shutter.

Taking pictures is easy. She doesn’t need to think. The drums fade in her ears, the queasiness in her gut melts into the background; her eyes become the lens, and all she has to do is capture what’s right in front of her. And Rachel, in all her effervescent beauty, just begs to be captured -- makes everyone reach out their hand, to grab a desperate fistful of fairy dust.

Max doesn’t keep track of how much time passes, or how many photos she takes. She just keeps on taking one after the other, until suddenly her camera’s run out of film and her jacket pocket is stuffed full of polaroids. Reality edges back in as she lowers her camera, and her fingertips shake, jittery from the adrenaline high.

"I--I'm out," she says to Rachel over the music, having to throw out her voice farther than she’s used to. "I should...”

She gestures limply to the door, but Rachel says “Not yet”, and then she’s got her in her hold again, roping her into her dance. Max stumbles, falters, tries to protest that she doesn’t know _how_ to dance, but Rachel sweeps her up in her current and all of her focus goes just into keeping up, not tripping over her own two feet, not crashing into strangers-- and then Max is dancing, somehow, without really meaning to. She can feel the bass entering her through her feet and synching into her bloodstream until it’s spread all throughout her, pulsing hot under her skin. Rachel’s scary fucking beautiful in the whirling neon lights and she’s laughing and Max is laughing too if only because Rachel is, but she shouldn’t, this isn’t right, the sickness is flaring in her stomach again, and they spin round and round until she can’t breathe.

“Rachel,” she pleads, a drowning girl calling for a lifeguard, “Rachel, stop--”

And Rachel does stop, watching her cave into herself with one hand clamped over her mouth to fight down the wave of nausea. “Okay, come on,” she whispers close to her ear, softly squeezing her shoulder. “Let’s get you outside.”

Rachel guides her back through the swarm of dancers, and Max drinks in the cool night air in needy gulps. The bass still echoes in the soles of her feet, but she feels steadier already, the ocean around her subsided.

“How,” she wheezes, squeezing at her temple, “how can you _breathe_ in there?”

“Just takes a bit of getting used to,” Rachel answers with a rueful smile, easing Max onto the nearest bench. Max sinks into it like a sack of bricks.

“You really do hate parties, huh?” Gentle fingers caress her back, trailing soothing butterfly patterns over the denim of her jacket. Max relaxes into the touch on instinct, quietly shaking her head in response. Her temples are buzzing with static, still. This isn’t right, but Rachel’s hand feels good. Rachel’s so nice, she’s always so nice. What was it she saw? Were her eyes playing a trick on her in the dark?

“Hey, I’m sorry for dragging you in there like that.” Rachel tucks a stray lock of hair behind Max’s ear as she leans in, seeking her gaze through the veil of her bangs. The touch only lingers a moment, but her fingertips are smooth and cool against her skin. It’s nice. “You wanna show me your pictures?’

With barely a thought, Max pulls out the stack and hands it over, not even going through them to pick out the better ones first -- because when Rachel Amber asks for something, you give it.

Rachel accepts the photos with a smile, then shuffles closer, so that she’s shoulder to shoulder with Max as she thumbs through them. Max, with no idea of how they even turned out, squints down at each newly unveiled photo in the dim light of the lamppost.

With Rachel in constant motion, she figures the shots would be hit or miss -- but leafing through them reveals a lot more hits than Max could have expected, and they're _solid_ hits, too. The neon backlight and fog make for a vivid, striking contrast, and the ever-shifting crowd around her lends the images movement and depth.

But above all that, it’s Rachel. Just-- Rachel. It’s like she feeds off the camera, glowing under the lens. It’s little wonder she’s got her sights set on Hollywood. She was born for it.

Rachel seems impressed, too. Her brow hikes steadily up as she browses through the photos, and she voices her appreciation for each one: "That's some really sweet framing." "You capture your moments so well, Max." "Did you play with the exposure for this one? The light effects are awesome."

"-- Aaand, wow." Her voice goes flat as she reaches the bottom of the stack. The final picture -- her and the jock guy outside the club -- renders her expression a whole different brand of incredulous. She looks to Max with a baffled grin, one eyebrow quirked in something like a challenge: "That's kind of kinky, there."

A chill rakes across Max’s skin.

That photo. She wasn’t even thinking about it. She wasn’t thinking at all. Her frazzled exhaustion kicks up into a panic, and her first instinct is to snatch it from Rachel's hands and run.

"No, that’s not-- I wasn't… I was just trying to…” she fumbles in a weak, squeaky murmur, as Rachel looks on in bemusement. But Max catches herself making excuses, and a sudden moment of clarity cuts through the haze: Rachel was the one cheating, why in the world should _she_ be feeling bad?

Max’s hands clench into fists, and she sits up a little straighter. "What were you _doing_ with him?"

Turning the photo around between her middle and forefinger, Rachel lets out a chuckle. "What does it look like?” Then, a shake of her head-- “But seriously, even though it’s _pretty weird_ to be taking pictures of people like that, I gotta say thanks. Guy’s easy on the eyes, but kisses like a hungry chihuahua. I appreciate the rescue."

For a moment Max can only stare, at an utter loss for words. What _is_ this? How is Rachel talking about this like it’s somehow totally normal and fine, how is she still _smiling_ like that?

Finally, she croaks in demand, arms thrusting outwards at her sides, “What about Chloe?”

Rachel blinks slowly, the smile finally draining from her face. Max prepares, finally, for the admission of guilt-- but all that leaves Rachel’s mouth is:

“What about Chloe?”

Max rises to her feet, her confusion giving way to a jolt of indignation that shoots all the way up to her chest. “What do you mean, _what_ \-- aren’t you dating her?”

Impeccably-lined almond eyes dart upwards towards her, widening an inch. “Oh.” A tinge of uncertainty colors Rachel’s voice for the first time, as if she only now _gets it_ , escaping through a narrow crack in her restraint: "Did she tell you that?"

And Max’s last hope of understanding this situation slips from between her fingers. “What?"

What kind of a question even is that? Did Chloe tell her that? What’s there to tell? She and Rachel are always together, always touching, and Max saw them kiss that first day at the dorms-- it wasn’t a passionate makeout session or anything, more like a peck, but Max has never gone around pecking her friends on the lips like that. Not that she’s a shining example of intimate human connections, but that’s still not-- they’ve _talked_ about having sex, haven’t they? They’re so blatant about it, they’ve done all but...

… Chloe hasn’t called Rachel her girlfriend. Not once. She’s never told Max things like how long they’ve been dating, or how they got together, and Max is well aware of that, because those questions have been pecking at the back of her mind from day one but she’s always been scared, somehow, to ask.

And now she’s lost.

"No, but..." Heat spreads across her cheeks, and it brings a second rush of indignation with it, pushing up to the back of her throat. She swallows against it, jaw going tight. No, this can’t be right. She’s not an idiot. Rachel has to be twisting something. "But aren't you?"

Rachel lets out a small, soundless sigh, her features relaxing at that. "Oh, Max..." She stands up with a shake of her head, and she looks at Max with eyes full of pity, like she’s a dog that’s too stupid to keep from ramming face-first into parked cars.

"No, baby, we're just friends." She strokes a hand over her shoulder, thumb playing with the collar of her jacket. _Baby_ , like she calls Chloe, like she called Frank. It makes Max’s skin crawl, and she pulls back from the touch. "I mean, we're friends who fuck. But it's not like a _formal_ thing."

 _Friends who fuck._ Rachel’s mouth shapes the words so easily, but they tumble uselessly to Max’s feet, impossible to grasp.

Chloe... a friend who fucks... with Rachel. It doesn’t make sense. Not with the way Chloe looks at her, like she sees the sun and all the stars in her eyes; not with the way Chloe lights up from the inside at the mention of her name alone. And she hates it when Rachel flirts with Frank, she’s _told_ her so, and now Rachel’s claiming she’s fine with her playing tonsil hockey with random guys at parties?

“Are you both in on that?”

Rachel shrugs with an airy little laugh. "Yeah, you generally need two people for sex, Max. Otherwise we call that masturbation."

Max feels the flush spread to the tips of her ears, and her shoulders hitch up in a defensive curl. She hates that Rachel’s laughing, always laughing. Suddenly, just being here with her feels so unbearable that Max doesn’t know how she’s lasted this far. Everything rolls right off of her like water, she touches Max too much when they’ve only known each other a couple weeks, and the way her eyes laser focus on her whenever they’re talking makes her feel too aware of how she’s standing and where her hands are.

She wants to say something biting back, something that’ll really show her, but Rachel’s flippant smile ties her tongue. “I know you need two,” Max mutters lamely, and she’s kicking herself the moment the words leave her mouth because she sounds like a fucking middle schooler. Fuck. All she wants is to leave. She’s got to talk to Chloe.

“Can-- can I have my photos back?”

Rachel’s features square in an instant, humor draining from her eyes.

"Max. Hey."

In odd contrast to the hushing of her voice, Rachel takes a step back, hands falling by her sides. "You don't believe me?"

There’s a hairline crack of hurt running along Rachel’s voice, pouting her lips and tweezing her brow -- and it’s so viscerally wrong, seeing such pretty feature marred in this manner, that Max’s immediate urge is to apologize and take her words back. But she catches herself, and draws her guard up higher. The thought hits her like a flash: maybe this moment, right here, is what this was all about. Rachel dragging her inside, posing for her, looking so dotingly through her photos… was it all to get her hands on the last one? The evidence?

Max grits her teeth. She won’t let herself get pulled in by her again, the way she seems to pull everyone in. Chloe, too -- too wrapped up in Rachel's influence to see what's in front of her.

“Look, I barely know you, but Chloe’s obviously-- very close to you, and I just watched you making out with some random guy and leave him behind like he’s nothing. Like Chloe’s feelings are nothing. What am I supposed to make of that?”

The splinter of hurt in Rachel's expression runs deeper, cutting into her eyes. But the vulnerability there is quick to fade as a shadow falls over it, darkening her stare, hardening her jaw.

"You're right," she answers after a moment's silence. "You barely know me. But let me tell you one thing about me, Max," she closes the distance between them again, a dangerous crackling of embers to her footsteps, "I _don't_ take well to cheating. And what I have with Chloe is something we _both_ agreed on."

Max doesn’t back away this time. Her tongue is heavy and her mind is blank, but she stretches up to her full height and holds her ground all the same, refusing to yield to Rachel so easily.

From mere inches away, Rachel looks her up and down, as if to measure her resolve. Then she snorts out a laugh, hair tossed with the shake of her head.

"Chloe really hasn’t told you a thing. You don't have a clue, do you? That she's banged every bicurious college chick this side of Oregon.”

The words hit like a punch to the gut, and Max shudders, tasting bile on her tongue. Like a shark smelling blood, Rachel digs onto her weakness, hitting ever-closer to her core. “You think she's still the same precious fourteen year old you left behind, that she's gonna braid your hair and play pirates with you? Grow _up_ , Max.” The stack of polaroids shoved into her arms sends her wobbling back. “You don’t know shit about shit."

The photos nearly spill from her hold, and Max scrambles to catch them, wide-eyed and reeling. Wasn’t Rachel the one who told her Chloe wanted her back, who roped her in with those reminders of their time spent together as kids-- what was all that? Lies? Just bullshit?

The building anger inside her finally bursts, red-hot and hungry. Her ears boil and ring, and Max reaches blindly for her trump card, striking where it hurts.

“I know you’re the one who got Chloe expelled.”

And the blow connects. It slams the fight out of Rachel, softening her mouth into a feeble red ‘O', and Max can't deny the victorious rush that floods her at seeing Rachel Amber, just once, completely defenseless.

But it lasts only a moment.

Rachel’s features twist into something savage and snarling, a black coiled dragon baring its teeth. She spits out cinders and ash with each word: “That’s none of your fucking business!”

Max clutches at her bag, drawing in a breath. Her voice quivers, just slightly. “Chloe _is_ my business.”

"Oh, is she?” Thick velvet smoke spills from her laughter, and she looms closer, closer. Max feels herself shrink into her shadow. “Because _I'm_ the one who was here for Chloe when you couldn't even be fucked to text back for five years. She wanted to _die_ , Max. And where were you? Or is she only your business when it's easy?”

That, right there, strikes deeper than she’s ever been ready for; claws sinking into vulnerable flesh and dragging it from the inside out. Memories she’d locked away, voice mails she’d erased, all come flooding over her skin like acid.

Max’s throat closes up, and her eyes burn.

“I… I wasn't…”

“Spare me,” Rachel hisses with a single step back, knowing she’s won. “I don’t need your excuses.”

And they are, aren’t they. All excuses. Every word out of Rachel mouth has been the truth. Rachel knows everything, and Max knows _nothing_ , not about Rachel, maybe not even about Chloe. There’s nothing more that she could say, save for the voice inside her head screaming _no, this is wrong, it’s not supposed to be like this_.

The tears threaten to spill free, but she can’t, she can’t let Rachel see her cry. After all this, the thought alone is enough to choke her up.

So Max turns on her heel and runs, cold wind whipping at her face, the voice of faceless partygoers echoing faintly from behind her: “Dude, what’s up with her?”

 

* * *

 

All around is quiet and still. Everyone at home is long asleep. Not a whirr of traffic outside her window; even the crickets have given up their song some hours back. Chloe’s body has given up, too -- too tired to doodle, or text, or play stupid games on her phone. It’s the absolute worst time of night, a shit-encrusted beacon of misery, where all she can do is lie on her back with her earphones plugged in, staring at the ceiling until her eyelids grow heavy enough to finally let her sleep.

If she still had her Starbucks job, she’d be getting up four hours from now. At least there’s some sad comfort to that.

Chloe heaves out a sigh. To say she misses her job would be a joke. She hated her job. But it put money in her pocket, kept her out of the house, and used up enough of her energy that falling asleep at night was easy. Easier than this, anyway.

She wishes she didn’t have to be here right now, melding into her bed like her bones are made of mush. She wishes she could’ve gone out with Max and Rachel, without fearing the consequences under Dicktator Step-douche’s reign. She wishes she could be living her own fucking life at nineteen.

God, this is pathetic.

A _thud_ sounds over the dim strum of guitars and her internal soliloquy: first against the outside of her wall, then against the windowsill. Chloe pulls her earphones out to listen. _Thud. Thud._ By the fifth one, she figures it’s safe to assume it’s not some wayward squirrel. Gathering her heavy limbs, Chloe goes over to open the window, and just narrowly avoids getting hit by a rock.

“Finally,” Rachel calls out from below, grinning wide and wobbling on her feet.

She texts, normally. The rocks are for when she’s feeling particularly quaint, or particularly plastered. Chloe’s mouth slants lopsided.

“Dude, are you wasted or what?”

“No shit, I’m wasted. You gonna keep me out much longer, Price? It’s _cold_.”

“Right, yeah.”

They have their well-worn path from the backyard to Chloe’s bedroom window, up the birch tree and through the garage roof. She’s definitely not counting on Rachel to make that climb right now, though, when it looks like it’s taking all her willpower just to stay upright. _And_ in her night-out shoes? No way.

“Come over to the other side, I’ll open up. Just keep it down.”

Chloe doesn’t bother combing down her scruffy hair, or putting pants over her boxer shorts. She slithers downstairs with the expertise of a jewel thief in a Hollywood flick, stepping over every stair that’ll creak, avoiding any brushes with furniture in the dark. There’s a chilly bit of worry prickling at her nape, nagging _something’s wrong_ \-- Rachel doesn’t get fall-over drunk like this anymore -- but still, Chloe tries for a smirk as she lets her in. “Don’t tell me your party got busted,” she teases, hushed-- “Or was it that much of a bore without me?”

“It was _garbage_ without you,” Rachel empathetically replies, and gets as far as two steps in before crashing her hip into the lamp, nearly toppling it to the floor. “Shit--!” She starts, then breaks into giggles as Chloe scrambles to catch it before the impact can be made. Chloe’s sure it’s a hilarious sight, her grappling with the lamp and swearing under her breath as it threatens to fall from her grasp a grand total of three times. Her heart almost gives out. Absolutely fucking hysterical.

“Dude, shut _up_.”

Rachel’s laughter dissipates beneath her dagger glare, and she helpfully raises a finger to her lips with a stage-whispered ' _shh_ '. Chloe, eyes narrow still, strains her ears for any sound coming from upstairs -- and when nothing seems to stir, finally exhales and sets the lamp down.

With the lamp’s re-erected, Rachel falls into her arms, and the cloud of her perfume saps up Chloe’s anxious irritation just like that. “Sorry, sorry," she coos, and Chloe can feel her breath dance over the side of her neck. "Can't believe you made me go alone 'cause Step-dick _grounded_ you. What, like we're five?"

A wordless roll of the eyes is all Chloe opts to grace that with, her focus centered on getting Rachel’s wasted ass up the stairs. Rachel -- loose-limbed, sweet-smelling and warm -- works her mouth before her legs, already trailing wet kisses along Chloe’s jaw. It coaxes an effortless shudder down her back, and she wants to fucking slap her.

“Quit that,” she hisses. “Save it for when we’re upstairs.”

Rachel pouts, but lets herself be led without further distractions. Step by lumbering step on her stilettos, clacking dully along the shuffling of Chloe’s bare feet. Chloe keeps her arm tight around her, holding her steady, catching her when she wavers.

The second the door’s shut behind them, however, she knocks Chloe down onto the bed with startling force, thighs locking around her hips, palms sunk into the mattress. Planting a hand at her collarbone, Chloe stops Rachel mid-motion, inches before their mouths can meet. Even like this, she can taste the bitter sting on her breath, and it makes her stomach tighten. “ _How_ much vodka did you have?”

Rachel pauses as if to contemplate, makes a show of counting on her fingers -- furrowing her brow and humming in thought all the while. She gets to eight before the giggles overtake her again, and she admits through a grin: "The whole fucking bottle."

The humor doesn’t catch onto Chloe. She nudges Rachel off of her, lips pursed tight with concern. “You know you’re not supposed to have that much,” she mutters, then reaches over the side of the bed for water bottle she keeps there, thrusting it onto Rachel. “Here. Drink.”

Her spirits visibly dampen there, a scowl settling upon flushed features, and Rachel folds her arms over her chest like a child withheld the last cookie. “Ohh my god,” she scoffs, “you read _one_ WebMD page.”

But Chloe doesn’t budge. “Sorry I don’t want you fucking poisoning yourself,” she snipes back, pushing the bottle up against Rachel’s cheek when her hands refuse to take it. “You wanna get freaky tonight? Drink.”

Rachel rolls her eyes, snaps up the bottle, and chugs. Chloe’s eyes flicker between Rachel’s shiny red lips, the stray droplets that spill down her neck, and the steadily declining water level within the bottle. By the time Rachel pulls her mouth away, she’s drained about a fourth of it, and that’s enough to placate her for the moment.

“Great, was that so hard--”

But she doesn’t even get the chance to taunt before Rachel’s slamming into her teeth-first, the full weight of her body bearing down on her lanky frame. The bottle’s cast to the floor without a thought, and Rachel’s hungry fingers are already pulling at her clothes, raking through her hair.

“Mmph!” Chloe clutches blindly at Rachel’s waist, chest instinctively arching into the touch even as she turns her head away to breathe. Rachel’s fervor has doubled after being made to wait, and it’s already making her dizzy. Her body, heavy and sluggish under the creeping cobwebs of sleep, starts awake with firecracker intensity everywhere Rachel’s hands touch. “Jesus, Rach, what--”

“I was lonely without you tonight," the words wash hot over her ear, followed by the pull of teeth. Chloe whines, and Rachel _shoves_ , forcing Chloe onto her back and the breath out of her lungs.

"Now are you, or aren't you," she murmurs low as she climbs on top of her, straddling her waist one thigh after the other: "going to make it up to me?"

Rachel towers over her, hair wild, the edges of her mouth still glistening with wet -- and the friction from bare skin under her miniskirt sends shockwaves down to Chloe’s knees.

“Yeah,” she breathes back.

A ripe apple smile is her reward, sealed with a kiss. Chloe’s fingers trickle through gold hair and over smooth nape, seeking the zip at the back of Rachel’s blouse. She works it loose with ease, quickly releasing Rachel from its bind, and the hum she feeds into the kiss glows with warm approval. It’s Chloe’s favorite sound.

Rachel breaks her mouth away to return the favor, yanking Chloe’s ratty old band shirt up all the way to her chin before setting upon the exposed flesh. She’s all edge today, bared teeth and curled nails, and Chloe sucks in her lower lip to keep her gasps trapped inside.

Rachel’s biting harder than she should, and when she feels the pressure at the base of her neck she _knows_ that’s going to leave a mark -- but in the moment, Chloe doesn’t give a shit. It makes her skin tingle all over, alive with electricity and heat, just thinking of Rachel’s mark on her. She grasps her shoulders, head tipped back, hissing harshly through her nose as Rachel maps her purple-pink.

She’s all but lost to the sensation, Rachel raking lines down her belly, her lips teasing at her breast. But something pulls her back in, that anxious prickle at her nape again. “Rach, hey,” she mumbles-- quickly, before it can get swallowed by a moan. She cups her cheek, guiding her gaze to hers, and _god_ Rachel’s so gorgeous peering up through the mane of her hair like that, hazel eyes blown wide.

“Something happen at the party?” Chloe wets her lips, cautious. “Not that I’m, you know-- complaining, just...”

"Holy shit, Price." Rachel’s laughing, but something darker seeps into her voice, tweezing at her brow. The dig of nail at the curve of hip. "Do I have to sit on your face to shut you up?"

Vivid, tangible, mouth-watering, the promise coils around Chloe’s stomach and _squeezes_ , scattering everything she could’ve thought to say from her head like dust. Her jaw slackens, and her body, aching for Rachel and second-hand drunk on her liquor tongue, can only summon one reply.

“Yes, please.”

Rachel’s edges slip away, leaving behind a quiet, heavy-lidded smile. With a hand over each of Chloe’s cheeks, she leans in to kiss her again; this time softer, slower, packing quiet heat. Soothing her doubts in warm strokes down her nape, fingers curling up to trace the curve of earlobe. Chloe can feel the pulse in Rachel’s fingertips, or her own heartbeat, maybe, pounding in her ears.

"That's my girl," Rachel croons, a low rumble blending hunger and relief, and kisses the corner of Chloe's mouth before pushing herself up -- just enough space between their bodies now to allow Chloe’s hands between them.

And she looks down at her with bright, expectant eyes, smiling cherry-sweet: "Take my skirt off for me, baby?”

 

* * *

 

“Nnnn _nggh_.”

Chloe’s alarm clock drags her from her slumber with the morning news. Beside her, Rachel awakens like something out of a zombie movie, groaning and clutching her head with one hand while batting frantically at the half-opened blinds. It's the kind of display one can only really appreciate when they spent the night before straight-line sober.

“Good morning, sunshine. The Earth says hello.”

Rachel grunts, wholly unappreciative. “Less talk, more Advil.”

With some effort and a great deal of willpower, Chloe scrapes herself off of the bed, flicking her alarm to her usual music station on her way to the bathroom. She returns with two blue capsules from the the medicine cabinet, which Rachel swallows dry. In the morning light, she kind of looks like a troll doll that’s been put through the tumble dryer, makeup smeared and thick hair sticking every which way.

“You look like ass,” Chloe lovingly comments, patting one blonde lock back into place.

Rachel crinkles her nose. “Thanks, bitch.”

“Well, no worries, you can take your time,” she offers with a shrug, dropping a bundle of makeup wipes and a hairbrush in Rachel’s lap. “You have fifty-three whole minutes before Sergeant Jackass starts his morning patrol.”

Chloe, in the meantime, is content to settle in her beanbag, making no effort to conceal her smugness as she watches Rachel flounder through an abridged version of her morning routine. There's a special sort of beauty to Rachel Amber sans her personal cloud of indomitable elegance; it simply cannot be denied. God, she nearly trips over herself trying to get her skirt back on. Just majestic.

“Alright, good to go,” Rachel concludes some fifteen minutes later, with her eyeliner reapplied and her hair wrestled into a ponytail. "Hope you've enjoyed my display of hungover misery.”

"Thoroughly," Chloe answers with a grin, and Rachel rolls her eyes at her. Walking over, she grabs hold of Chloe by the jaw, tilts it up-- Chloe’s heart lifts in her chest, too-- but all Rachel does is study her a moment before letting go.

“So, you’re gonna want to wash your face. And cover up your neck.” Chloe’s hand instinctively shoots up at the words, to rub there. Her fingers meet tender skin, and she winces.

“Christ, you went human piranha on me.”

“Good thing it’s shawl weather.”

Chloe huffs out a wry laugh, nudging Rachel’s knee with her foot. She owns exactly one shawl: a white-on-black pattern with frazzled dangly bits at the ends. Rachel got it for her after the first time she left her neck looking like a war zone. ‘Besides, you’d look hot,’ she’d said.

It’s seen some decent mileage.

“All right, Rach.” Hopping up onto her feet, Chloe reaches over to ruffle stubborn blonde hair, earning herself a smack and a glower. The touch softens into a caress, and Chloe’s voice softens, too. Whatever last night was about, Rachel will tell her; they tell each other everything. But there are better times for conversation than hungover Saturday mornings. “Be careful getting home. And take it easy this weekend, yeah?”

“Sure, Mom,” Rachel says with a snort, but she’s smiling. “I’ll text you once I’m back at the dorm, okay? Try to make it through your house arrest in one piece.”

“Will do. No promises about Step-douche, though.”

“Me and my encyclopedic knowledge of _CSI: Miami_ will be here if you need help disposing of the body.”

Rachel lifts onto her tiptoes to press a quick peck to her cheek, and with that, she’s out the window and on her way back. Chloe sinks into her beanbag with a sigh. It’s ridiculous how instantly she misses her, the warmth of her skin on top of her own.

Ah, well. It’ll be different in Cali.

“Wash face, get dressed, wear shawl,” she recounts her mental checklist out loud, pushing herself onto her feet. She checks her phone first, though, from sheer force of habit -- half her notifications are spam emails, anyway.

The message from Max catches her by surprise.

_‘Chloe, are you up? I need to talk to you. Please.’_

Chloe’s mouth runs dry.


	6. firewood

**Summary for the Chapter:**

> Max tries to do the right thing.

“It sure has gotten chilly out.”

“It sure has, Max.”

“Autumn’s really setting in.”

“Uh-huh.”

When Chloe called, Max had said they should meet face to face. When Chloe showed up to Blackwell, Max had proposed getting a bite to eat. Chloe wasn’t hungry, as the rules of her grounding dictate leaving home after breakfast and getting back before dinner, but she agreed to drive them over anyway. When she got her burrito, Max had suggested they go someplace else, like the park, where it’s nicer.

And now they’re at their regular bench -- a safe enough distance from picnicking families and squealing children -- Chloe fiddling with her lighter and bouncing her knee as Max makes her way through her meal in tiny rabbit-bites. And she’s aware, painfully so, that she won’t be able to stall this much longer.

But that won’t keep her from trying.

“You sure you don’t want any?” Mouth half-full, she tips the wrap towards Chloe, then swallows. “It’s good.”

"Max, I'm this close to taking this dumb burrito and lobbing it at your head." She folds her arms over her chest, patience visibly frayed at the edges -- but still, her voice is gentle when she says: “You know you can talk to me, right?”

“I do, I do, I know,” Max answers, deflating. “But it’s… complicated. I just need--”

She barely manages to get the words out before a flash of red whizzes by, grazing her cheek. Ducking out of the way with a shriek, Max just narrowly avoids dropping her meal to the ground as Chloe swoops down to catch the offending object: a shiny plastic ball.

“Hey!” She yells out over the back of the bench, holding the ball up like a war prisoner. “Who threw that?”

“Sorry!” An elementary-aged boy with a shock of red hair sticks up his arm, calling from a good few feet away. His friend, a skinny thing with an unruly blonde mop, hides timidly behind him. “Can we have it back?”

“I don't know, can you?” Chloe dangles the toy over her head, smirking with the challenge: “Come and get it! Your buddy, too -- you’ll need the help!”

The two boys exchange looks, then nod decisively at each other, and rush towards their target. Chloe hoots before hopping the bench to meet them halfway, leaving Max to watch with a distinct sense of awe.

It’s lucky there’s two of them, because Chloe’s as tall as both kids combined. And she’s good, Max remembers; she always kicked everyone’s butts when they played basketball for P.E.

“Ooh,” she taunts as she dribbles the ball around them, before thrusting it out of their reach-- “Why're you so short? Why're you so short?”

“I'm ten!”

“Winners don’t make excuses, kid!”

It’s a solid thirty seconds before Chloe takes mercy and succumbs to their joint efforts. She’s sure to make it look like an honest defeat, though, as the ball is snatched from her willing fingers.

“Oh, snap, you got me! Good game, dudes.” She presses a hand over her chest in a humbled bow; Max can hear the grin in her voice. “Now get outta here, and watch where you throw that thing next time.”

The boys run off, laughing, and Chloe fixes her shawl before rejoining Max with that grin still on her face. Her breath’s a bit quick with the adrenaline, fading-blue hair ruffled from movement, and it takes the last drop of Max’s self-restraint to keep from taking her photo right then. “Sorry ‘bout that.”

“No, that was sweet,” she replies, appreciative in earnest. “I didn't know you liked kids.”

“Ehhn.” Chloe shrugs, scratching at her head noncommittally. “They beat grownups.”

“Now, seriously,” she inches closer, and Max feels the air between them thicken, back to that stifling density from moments before. “Are you gonna tell me what’s up? ‘cause you've been dragging this out forever and honestly, Max, it's starting to wig me out.”

Right. That. Max lets out a sigh, accepting defeat like an ugly sweater from an overbearing aunt. Still, she takes one last, particularly large bite, and chews through it carefully before finally setting her food aside.

“I… last night at the party, I was, um...” She rolls her tongue around the inside of her mouth, hesitating. She’s run this conversation through her head a dozen times since the night before, and she still doesn’t know how to start it. It would’ve helped if she had the faintest idea how Chloe feels about all this -- an even halfway-concrete image of her real relationship with Rachel.

She backtracks, tries to find her footing.

“Are you and Rachel dating?”

It's a good thing Chloe didn't accept the offered tortilla, because she definitely would've choked on it just then. Her eyes go wide, and she sputters like her truck’s exhaust pipe, stammering out: "What? Why?"

And then, given a moment to collect herself: "Did... did she tell you that?"

“No!” Max shoots back in a kneejerk reaction, hackles rising. Ten seconds in, and this is already sounding too much like last night. “I just-- I thought…”

The realization sinks, slow and inescapable. God. It really is true.

Rachel and Chloe are friends who fuck.

But it’s the faint hopeful note she glimpses in Chloe’s voice that gets her, feeding the fire under her tongue. No, this _doesn’t_ feel right. “I saw Rachel,” she persists, watching Chloe’s face for a sign -- any crease or crinkle to betray her real feelings. “She was making out with some guy at the Vortex party.”

“Okay?” Chloe replies like it’s a question, brow furrowing in puzzlement. A moment passes in silence. Then she gets it.

“Oh-- so you thought--” She shakes her head through a flustered laugh, raking long fingers through scruffy hair. “Yeah, uh, no-- it’s fine. That’s just normal.”

Max bites her lip. “Is it?”

“Yeah. I mean, I’m sorry if you got the impression we had, like, a _thing_ , but it’s not like--” She scratches at her nape over the fabric of her shawl, embarrassed. “I mean, we just do whatever.”

“Whatever,” Max flatly repeats, the word settling in her stomach like a caltrop. This feels all too familiar, and she doesn’t know if she wants to push further. Back at the junkyard, when they first went down this path, it spiraled into their first full-blown fight, only reeled back in thanks to Rachel.

But there’s still so much she can’t wrap her head around, and Max hates it.

She tries for careful. Tries for understanding. “So… the two of you were never in a relationship? Ever?”

Chloe makes some odd drone of a humming noise, then concludes, “Nope.”

“Did you ever think about it? Like… is it not something you want at all?”

“Um, wow." Rubbing her palms over her torn-up skinny jeans, Chloe glances between Max and a particularly unremarkable tree to her right. “I don’t know, Max. Relationships are hard, for like, a million and ten reasons. Right now, we have something that works. And if ain’t broke, don’t fix it, right?”

Max thinks that’s a terrible answer.

“Right. Sure.”

Is it just in her head? If she reading too much into it? Because Chloe doesn’t sound like she’s satisfied with this at all. But if what Rachel’s doing isn’t cheating, and what they have isn’t a relationship, what’s left for her to say? How can you pick apart something shapeless?

A harsh breeze sweeps by, startling her out of her thoughts. Max squints her eyes and grits her teeth through it, burrowing deeper into her hoodie. When it’s passed and her vision refocuses on Chloe again, she almost chokes.

The first thing she thinks of is David, with his booming voice and raised fists, when she sees the pinks and purples peering from under Chloe’s shawl. She almost reaches out and touches. But her dumb, sluggish brain just barely catches up in time to stop her, and Max stares in helpless silence as heat roars in her cheeks.

Chloe notices her staring, and frowns-- “What?” --before realizing, and quickly ducking her head as she fumbles to tuck the shawl back in place.  
  
Every ugly emotion from the night before flares back to life inside of her, and somehow Max knows, without a trace of doubt:

“Are those from Rachel?”

Chloe’s wide-eyed gaze flicks towards her, before escaping hastily to the ground. She doesn’t say anything, still fiddling with the fabric. Max's tongue curls with bitter coal.

“So she went from the guy to you,” she says, resentment building with each word. “And you don’t mind?”

The question chases the awkward out of Chloe. She drops her hands back to her sides, forces them to still as she straightens in her seat, steady and tall as a brick wall.

The bouncing to her knee, though, is a dead giveaway.

"I'm _telling_ you, it's fine.”

But this isn’t like with Rachel, where she couldn’t be sure, forced to shoot in the dark. Here with Chloe, watching her every old tell -- the bouncing, the fidgeting, and the vague, too-rushed words -- Max _knows_. There’s more than she’s being told, and she’s not going to just let it go.

“How? How can it be fine?” The stream of accusations gushes out past her teeth, propelled by righteous anger. “She wanted to go to this party with you, and as soon as you can't make it, she goes and sucks face with the first guy she sees? Like it doesn't even matter if it's you or not? Doesn’t it hurt? I mean, aren't you--“ She swallows, throat clamping in a sudden dam around the words, _in love with her_. “--Don’t you care?”

The bare vulnerability that flashes across Chloe's face speaks more than any answer, and it's too late when she seals it away the next second, features chiseled into ice. “Max, you don't know what the hell you're talking about. What I have with Rachel--"  Her voice thaws for her name, coming from somewhere deeper in her lungs, the spot that's reserved just for Rachel. “It goes way deeper than just sex, okay?”

It makes Max a little sick. She can’t help it.

“Is that why she called you ‘friends who fuck’?”

But she’s regretting the words as soon as she’s shaped them, seeing them dig into Chloe, drawing cracks in the ice. For a moment she looks so small, and weak, and sad, and she wishes she’d just kept her stupid mouth shut. But then Chloe's eyes go dark like a snuffed-out candle, and her words come out so low that they resound in Max's gut. “What are you trying to do?”

She caves inwards, all the fight in her shattered to smithereens. “I-- I’m only looking out for you...”

“No,” Chloe spits back. “Don’t even start. You came back like five fucking minutes ago, Max, and every choice I’ve made about my life has already gotten some preachy holier-than-thou speech from you. And I’ve been putting up with it until now, ‘cause like, okay, I’m a fuckup, whatever, but you’re _not_ starting this shit with Rachel.”

It chinks a little piece off her heart, to hear Chloe speak this way about herself. And another, realizing she’s the reason why.

But this isn’t about anything Chloe’s done wrong. She never set out to make her feel guilty, this is supposed to be the _opposite_ of that, and Max wishes so desperately she could make her see it. She wants Chloe to be okay-- more than that. She wants Chloe to be _happy_ , the way she deserves.

‘“I just can’t stand the thought of her using you like that.”

“She’s not using me!“ Her voice thunders, heightened by the clap of her palms against the bench as she hoists herself onto her feet. “You know what, screw this. I’m not going to stand around and let you shittalk her because you can’t wrap your useless virgin brain around the concept of casual sex. I’m out.”

Max’s chest bottoms out into her stomach, flooding her with bile-green panic. She scrambles upright after her, grasping for her jacket sleeve. “Chloe, wait, I didn’t mean--”

“You have no idea what’s going on with my life, Max,” she decisively yanks her arm away, and her diamond-cut features chip with her next words: “And why would you? You weren’t here.”

And before Max can explain, or apologize, or beg, Chloe turns away. “If everything about me now pisses you off so much, go make better friends.”

She waves her off as she heads for her truck, and despite every muscle in her body pleading her to, Max knows there’s no point giving chase. Gut churning with tacky-black sick, she slumps back into the bench, quivering for more than the autumn chill. Her vision wobbles and smears as she stares down at her hands, and Max wishes, more than anything, that she could turn back time and wipe those last twenty-four hours from existence.

God. She’s so fucking stupid.

 

* * *

 

Chloe spends fifteen minutes driving in circles. Her mind’s too janked up to settle on a destination -- all she knows is she’d rather die than go home, that Rachel’s too hungover for company, and that no matter where she goes she’s going to think about Max and want to snap something in half. So she lights up a cigarette, cranks up her music as high as her shitty speakers will go, slams her foot on the gas, and drives, drives, drives.

But it’s not enough to drown out the noises in her head, new fragments of her fight with Max resurfacing with each one she forces down. She caves, eventually, pulling her rickety truck to a stop on the cliff by the lighthouse. At this time of day, it’s blessedly deserted.

The first thing she does is walk to the cliff’s edge, lean her body forward, and scream. Until it itches in her throat, and echoes in her ears.

The second thing she does is call Rachel.

“‘Sup,” her voice drawls from the other end of the line, three rings later. It’s got that scratchy sandpaper note to it that Chloe usually finds hot as hell, but right now, she’s really not in that kind of mood.

“Hey, Rach, yeah, quick question. What the fuck?’

“Oh,” Rachel sighs halfheartedly, “Did Max catch up with you?”

“Yes, and that went as pleasantly as you’d expect, thanks.” She paces across the cliff in zig-zagging loops as she speaks, scuffing sand with the heel of her boot. “You couldn’t have told me any of this shit, I don’t know, last night?”

“Did I look like i was in a conversational mood, Chloe? Besides, it was obvious she was going to tell you. Why waste both our time when we could be putting our mouths to much better use?”

“Some kind of heads up would’ve been nice,” she hisses, prevailing through the prickle of heat in her cheeks. “Also, maybe _not_ telling her we’re ‘friends who fuck’? What the hell, Rachel?”

“Oh, so you're angry at me now.”

“I’m not _angry_ , I just don't understand why that's a discussion that needed to be had!”

The sigh Rachel heaves is considerably weightier this time, and Chloe can hear the shuffle of blankets as she sits up. “Chloe, she thought we were dating and I was going around sucking dick behind your back. What else was I supposed to do?” She clicks her tongue, a disciplinary tone that makes Chloe seethe. “Had _someone_ made that clear with her from the get go, we wouldn't be dealing with any of this right now.”

“Oh yeah, totally. I should've just introduced you like, ‘Hey, this is Rachel, we screw sometimes, but only casually!’”

“Oookay,” she practically hears her roll her eyes, “in the three weeks you've been hanging out, I'm pretty sure you could've found more elegant ways to work it into conversation.”

Chloe huffs, and kicks a rock.

“Did you tell her anything else?”

“Mmm... might’ve mentioned you’ve banged half of Oregon’s female population.”

“Great! Love that! Thanks!” Chloe drags her fingers through her hair, pace quickening along with her heartbeats. She’s got that jumpy feeling in her knees again, and it’s not going away. Still, she presses on. “Anything _else_?”

“Like what?” She can picture Rachel so clearly, twirling a lock of hair around her finger like Alicia fucking Silverstone in _Clueless._  “You mean, like the crush you’ve had on her since you were fourteen?'”

Chloe’s heart nearly smashes through her ribcage.

“ _Rachel!_ ”

“No, come on, of course I didn’t say that. Will you please calm your tits?” Rachel’s voice, dry and unimpressed, is barely audible to Chloe over the thundering pulse in her temples. “Despite what you might think, I was not actively trying to fuck shit up for you. Jesus.”

She swallows, takes a breath. Her face crackles with wildfire-heat down to the base of her neck, and if nothing else, Chloe’s glad Rachel can’t see.

“Could’ve fooled me,” she mutters under her breath.

There’s a lull during which Rachel says nothing, and Chloe drops her wound-up limbs onto the nearby bench, feeling exhaustion wear the corners of her fury as her heartbeat subsides.

Finally, Rachel says: “You know you're being hella weird about this, right?”

“What,” Chloe squawks, indignant. “Why is it weird?”

“Because literally everyone and their mother knows we fuck, and this is the first time you've cared. If I wanted to count the number of parties we’ve made out in on my hands, I’d have to be a Chernobyl abomination.” Chloe groans, but doesn’t interject. Instead, she picks up a pebble. “What image are you even trying to project for Max? Because if you're going for 'delicate untainted cherub', that ship has so sailed.”

“I'm not going for _cherub_ , I was just trying for…” Chloe hesitates, watching the smooth, round rock as she skips it in her palm, the way the late morning sun dances off its surface. It’s her first time having to formulate these feelings, even to herself. She didn’t have a mission statement, some grand master plan.

She just wanted Max to like her.

“... a more palatable version of me, I guess,” she finishes, meekly.

“So my pussy's unpalatable now? Because that's not what you were saying last night.”

“Fuck off!” she screeches, burying her face against the back of her hand as Rachel laughs. The sound catches on the corner of her own lips, too, but only briefly.

“... Whatever.” Her fingers curl, forming a fist around the pebble. “Not like it matters anymore. That bridge is torched, anyway.”

Rachel’s done laughing, after that.

“What?”

“Well, she was saying all that shit about you, and I just--” Chloe rolls back her shoulders, puffing out a tense coil of breath. “Ever since she came here she's been making me feel like every choice I make is wrong, and I get enough of that bullshit from everyone else in my life. I don’t need more bullshit. The bullshit gauge is at maximum capacity.”

She lets her body sag, limbs succumbing to their weight, head lolling over the bench’s backrest. Above, the sky is a crisp gray-blue. Migrating birds sail by in a flock. She’s coming clean. This feeling should be freeing.

She’s not sure if this is it.

“You're right,” Chloe confesses at last, despite the stony pull in the pit of her stomach. “I let her get in my head too much. And it's never good enough, and I'm sick of it."

"Ah,” Rachel says, a little lost. Then, with a surge of decisiveness: “Well, good for you. Fuck her, right?"

Chloe lowers her gaze from the clouds to the rock within her grip, rolling it between her forefinger and thumb. She rises to her feet then, and with a broad sweep of her arm, sends it hurtling over the cliff’s edge.

"Yeah. Fuck her."

 

* * *

 

“Max! There you are! Hey!”

Warren’s voice jumps at her as she trudges towards the dorms, and while Max should probably be glad there’s still _someone_ who’s happy to see her, her instinctive reaction is that of a kid that’s been spotted in hide and seek: hunching her shoulders and shutting her eyes, as if that would make her disappear. She slows her dragging footsteps further, though, lets him catch up with her from behind.

“How was the party last night? What’s it like being officially one of the cool kids? Hope you won’t forget about your bottom-feeder friends now that you’re all… wow,” he falters once he gets an actual look at her face. “You don’t look so good.”

“Yeah,” Max mumbles, “I know.”

“Drink too much last night?”

“Something like that.”

“That sucks. Can I help out with anything? I think I have some painkillers in my room if you need--”

God, he’s a sweetheart. Max knows she shouldn’t be mean. But she also knows he’ll keep going forever if she doesn’t stop him, and that he’s not terribly good at reading between the lines. If she wants to be left alone right now, she’ll have to make it clear.

“I’m fine, Warren. Really.” It’s about as firm as her voice knows how to go, tired and wrung out from tears as it is. But she’s sure to soften with the follow-up: “Thanks.”

“Oh. Okay.”

He pauses in place for a moment, shifting his weight from one leg to the other. Max opens her mouth to bid him goodbye, but he pipes up first, producing a flash drive from his pocket: “I wanted to give you this! You said you’ve never watched Gundam Wing before, which is _totally_ a punishable offense by law, so… here.” He plants it in her hand, and steps back with a cautious little grin. “Giant robot fights make everything better, yeah?”

“Thanks, Warren.” The sticker on the flash drive reads ‘ _for Max’_ , with a little smiley face. She smiles a little, too, as she tucks it into the inner pocket of her bag. “I’ll see you around, okay?”

“Yeah.” His grin broadens as he waves her off. “See you! Drink lots of fluids!”

Alone in her room at last, Max curls into bed, flicks off the light, and boots up the first episode of Gundam Wing.


	7. some kind of revelation

Monday morning is a nightmare given flesh. Max barely pries herself from her bed’s clutches, every muscle in her body rusted over and creaking miserable in protest. She’s sluggish, exhausted, so heavy-limbed that even tugging her T-shirt on feels like a herculean effort. The walk to class stretches on for fifty miles. It’s got to be by some manner of miracle that she actually makes it on time.

“Good morning, Max,” Kate smiles as she settles beside her for English. _One of two friends you haven’t made hate your guts yet_ , Max thinks, and it wears at her smile as she returns the greeting. Kate’s features immediately tweeze with concern at the sight of her.

“Are you feeling all right? You look a little…”

“Like I’ve been mowed down by a monster truck? Yeah, I know.” Her visage in the mirror had her wincing, too: sickly-pale, panda-eyed, stringy-haired. “Went kinda overboard with the party this weekend. Once I get back to the dorm, I’m going to sleep twenty years.”

Kate lets out a shuttered laugh, her dainty shoulders hitching. “Take it easy, okay?”

“I will, Kate,” she says with a halfhearted thumbs up, and sinks into her chair as Mr. Snyder enters, accompanied by the start-of-class bell.

It’s draining, having to lie all the time. She wonders how much more of this dodging she’s going to have to do. She’s glad her friends care, of course, she’d hate to be ungrateful-- but Max can’t help but wish she could install a neon sign above her head, flashing _please don’t ask_. She doesn’t want to talk about it. She likes Kate, and she likes Warren, but there’s too much shame in admitting she barely slept a wink the night before, too torn up by guilt and dread over what today will bring.

Her fight with Rachel meant more than just losing Rachel as a friend, is the thing. Rachel is _powerful_. And so scary when she’s angry. She could turn all of Blackwell against her in an hour’s time, if she wanted. If Max is a bottom-feeder now, Rachel could make her straight-up extinct.

Last night, when she had finally concluded her Gundam Wing marathon and closed her eyes to sleep, all Max could see was scenes from Stephen King’s _Carrie_ retold with herself as the titular character. And for every person she’s passed in the hall this morning, she could only think: _do they know? Has Rachel told them?_

But she’s self-aware enough to tell when it’s her anxiety talking, and the voice of reason in her head keeps reminding her to stop being so stupid. _You’re being dramatic. You’re being self-centered. Most of Blackwell doesn’t care about you, Max. You’re not getting doused with pig’s blood any time soon._

_Probably._

Her eyes trail across the room, where Rachel sits, already taking notes in her perfectly organized notebook in her perfectly tidy handwriting. _She_ certainly doesn’t look like she had to be scraped off the ground with a power shovel this morning. Not that Max had expected any different -- someone like Rachel Amber has no reason to lose sleep over someone like her. She’s not going to fear retribution. She’s probably not even going to miss her.

Rachel lifts her gaze from her notes, and catches her staring. The look on her face is wholly devoid of emotion: faintly raised eyebrows, a listless curve of lips, dull eyes. It stabs through Max’s chest like needle ice, and she flinches away, curling inwards.

But that’s all there is to it. Nothing follows.

Class trickles by in torturous clock-ticks.

* * *

By lunchtime, absolutely nothing out of the ordinary has occurred, and yet Max’s internal organs ceaselessly continue to wrestle for dominance inside of her. She cannot shake the sense of impending doom, like any moment the walls will come crashing in, or she’ll walk right off a cliff and only realize ten seconds later, like in a Bugs Bunny cartoon.

Telling herself she’s being stupid, even if it’s true, can only do so much.

Still, she musters every ounce of cheer left in her as she claims the seat opposite Warren at the cafeteria, and opens conversation by proudly announcing: “So I am fifteen episodes into Gundam Wing.”

The guy beams like a searchlight, thank god, successfully distracted from the fact she looks like a zombie. “Aw, yeah! Do you just love it, or what?”

“It’s the most ridiculous thing I’ve seen in ages. Everyone is so dramatic, all the time. I didn’t know giant robot shows _got_ this dramatic,” she says, squeezing ketchup onto her side of fries. One could hardly call the series a masterpiece, really. It’s a goofy show. But it filled Max’s most crucial need: keeping her from being alone with her thoughts. “It’s pretty great.”

“I know,” Warren says, grinning through a mouthful of chicken. “My taste in old cheesy Sci-fi is impeccable. Actually, speaking of which--”

Kate joins them with her tray, taking her seat beside Max. Max greets her with a wordless smile and wave, as to not interrupt Warren.

“-- me and some friends are thinking of starting a weekly movie club deal, if you wanna come! I mean,” he hesitates, glancing over to their devout Catholic friend with a meek smile, “maybe you should skip this week, Kate. We’re doing Human Centipede.”

“Oh, _nasty_ ,” Max reflexively shoots back, her face scrunching up like crinkle foil.

Kate, while a little perplexed, takes the reaction to heart. “Alright, well, thanks for the warning. I don’t suppose you’ll be hosting any family friendly features?”

“No, no, we totally will! On our tentative list there’s Kill Bill, Fight Club, Clockwork Orange…” He pauses, brow furrowed. “You know what, I’m gonna talk this over with Steph and see if we can revise it a bit.”

“That’s sweet, thank you.”

“But for the time being-- Max, are you gonna come? Starts at seven, room 509.”

“I dunno, dude,” Max answers, rolling a fry in the puddle of ketchup with no real intention of consuming it. “That Gundam Wing marathon kinda set me a whole day back on schoolwork, so I’m gonna have to make up for lost productivity. Not to mention I barely got any sleep this weekend... Clearly, I wasn’t born to be a party animal.”

More half-truths and clumsy tiptoeing. Max hopes she’s not as bad at this as she feels. Warren, at least, seems to accept it, shoulders drooping and features pursing into a pout.

“Aw… that’s fair, I guess.”

“Sorry,” she offers with a _what-can-you-do_ kind of shrug, and goes back to picking at her lunch. A thought abruptly flashes through her head just then, and she straightens in her chair with the revelation:

“But actually--” Warren perks up in response, only to sag back the next moment-- “is your friend Eliot going to be there?”

“Well, yeah, he is, but… I didn’t know you guys hung out,” he replies, and Max feels instantly guilty for the disappointment plastered across his face. _Nice job, tact-master. Just turning him down wasn’t enough?_

“No, no, we don’t,” she reassures the best she can, waving her hands in front of her as if to disperse the very notion. “I just, um… wanted to ask him about something. I might swing by at the end just to see if I can catch him.”

“Right.” Warren’s spirits remain visibly dampened, his voice flat even as he half-tries for a smile. “Well, be sure to say hi to me too, yeah?”

“Yeah, of course.”

Silence hangs in the air for a moment, and Warren checks his watch with a start. “Oh, shoot-- I gotta get going, I told Ms. Grant I’d get to class a bit early to help her set up.” He shoves a fistful of fries into his mouth, chewing through it as he scrambles to his feet. A couple bits come flying out as he calls, “See you later, guys!” on his way out the cafeteria. It’s pretty gross, and Max can’t help but snort as she looks at him go.

“Sorry if it’s not my place to ask,” Kate’s voice drops to a secretive whisper, “but are you ever going to talk to Warren about this?”

Oh, no.

“About movie club?” Max tries with a smile, a fickle attempt at delaying the inevitable.

“Well, I was thinking more the fact that he likes you.”

“Guh.” So much for that. She stabs at her peas with her fork, and sighs as she watches them scatter. “I mean, do I have to? It’s not like _he’s_ brought it up. Not explicitly, anyway.”

“I don’t think you can really call it subtle, either.” Kate’s brow pinches slightly with her smile.  “I just feel a little bad for him. He’s the kind of guy who’ll keep holding out hope until you spell it out, you know?”

Max sags in her chair. Yes, she knows. She’s known for a while now. She just hasn’t… thought to do anything about it, least of all these last few days, with everything around her unraveling at such dizzying speed. Any thoughts of Warren were easier brushed aside and left ignored.

Which is cruel, actually, and incredibly unfair of her. Which is why she has persistently continued to ignore these thoughts and all their accompanying guilt until this very second, leading Warren on all the while.

_Great. Is there anyone in your friend group you haven’t made actively miserable, dumbass?_

“But if I tell him no,” Max protests over her own self-beratement, “that’ll like, one-hit KO our friendship. And I _like_ him, even if it’s not… like that. I don’t know.” Tapping her toes to an uneasy rhythm inside her sneakers, she finally plants the few successfully-impaled peas in her mouth, forcing herself to chew through them.

“It’s weird that he likes me,” she finally admits. “Boys usually don’t.”

“I know what you mean. I don’t exactly have a rich dating history, either.” Kate offers a shrug, coupled with a timid little chuckle. After a beat, she continues, shuffling closer with an eager glint in her eyes: “Is it a bad weird, though? Or a nice weird?”

“Uh…”

Max stares at her like the question’s in Chinese. There’s clear expectation to Kate’s voice, which, yeah, she guesses there would be. The world of relationships is equally opaque to the both of them -- they’ve spoken to it in their hangouts after school, over tea -- but for Kate it’s a matter of worldview, of morals. Despite her curiosity, she’s dedicated to her stance. Dating while abstinent would put an obvious dent in one’s dating pool. Max is just kind of ugly, and bad at talking to boys.

And now, for the first time since she was placed upon this earth, there’s a boy taking interest in her. A window that had heretofore been sealed is now wide open, just waiting for her to leap through. Kate probably finds that exciting. Max should probably find it exciting, too, yet all she can say is ‘it’s weird’. She gets why Kate would probe. It’s a pretty lackluster reaction.

It’s just-- so much of her life has been swathed up in a bundle of discomfort and unease, especially since coming back to Oregon. Almost everything is _some kind_ of weird, and it’s never once occurred to her to try and pick apart the different kinds. The same way you don’t poke a landmine.

Kate deserves more of an answer, and Warren certainly does, too, but there really isn’t more that Max can offer.

“Just weird,” she mumbles, and takes a feeble bite of her untouched chicken strips.

Not a minute later, the bell rings.

* * *

 

It’s eight-thirty PM and Max is hovering around the door to room 509, fingers twisting in her hoodie pockets. She feels like a loser, standing out here alone, listening in. She doesn’t even really know what she’s doing, or what it is she’s hoping to achieve. The best she can hope for is something like clarity.

Her first impression of Eliot was a decidedly negative one. Something about him just put her on edge; the way his voice never lost its soft monotone, the odd matte brown of his eyes. But a lot of her discomfort, in hindsight, was born from her views at the time-- that if Rachel had to be good, so it follows that he had to be wrong.

Now, she’s not so sure about Rachel. And she’s not so sure about Eliot, either, even if her gut continues to churn as she waits.

Within a few minutes, the screaming and belching on the other side of the door dies down, softening to faint chatter and the dragging of chairs. And sure enough, shortly after, the doors open and students pour out. Max recognizes some faces -- there’s Trevor and Justin, too wrapped up in conversation and possibly too stoned to notice her, and Warren with his two D&D friends, Mikey and Steph.

“That was the sickest thing I’ve _ever_ seen,” Mikey moans, clutching at his stomach.

“I know!” Warren hoots. “Awesome, right?”

“I have so many ideas for the next part of our campaign,” Steph says with a foreboding smirk. It’s then that Warren peers over, catching sight of her over Mikey’s shoulder.

“Oh, hey, Max.” He lifts his hand in a wave. “Told Eliot you wanted to talk, so you don’t have to worry about missing him. See you later!”

“Thanks,” she answers warily as she waves back, feeling all at once like her fate has been sealed. Her stomach fills with brick, and her fingers seek out the strap of her bag, clutching at it for safety.

Eliot emerges shortly after, his gait broad and measured, stopping right in front of her. He doesn’t say a word, just looks at her, and Max recalls her first thought being how unintimidating he seemed, when they met.

Now, she has to swallow.

“Hi,” she croaks out, then stands a little straighter in attempt to conceal the swirling dread in her chest. “Can I talk to you for a bit? Alone?”

“What about?” he asks, unperturbed.

“About--” she glances this way and that, and though the hallway now stands empty save for Samuel mopping by the bathrooms, she lowers her voice nonetheless. “About Rachel Amber.”

“Alright.” Eliot’s brow lifts, and he cracks a pleased smile. It makes her heavy stomach dip lower. “We can go to my room.”

And though Max is already getting nervous jitters in her elbows and knees, she nods her head in agreement, and follows after him.

“What made you change your mind?” he asks as they walk, and there’s a smug note in his voice that makes her gear into the defensive.

“Nothing,” she shoots back instinctively, but it’s as pointless a lie as it is transparent. With a strained sigh, she wills her shoulders to relax. “I just… want to know more. And it feels like you’re the only one who could tell me.”

“Probably because I am,” he answers, shrugging lightly. “It’s odd, isn’t it? That personality cult built around Rachel Amber. It’s like she’s not even a person anymore.”

Max bites her lip. “Yeah. It’s odd.”

“Alright-- come in.”

Eliot’s room is incredibly average. She’s not sure what she expected, but it doesn’t live up to the image anxiety’s spider-legs have drawn across her back. The walls are mostly bare, save for a couple of band posters -- 90’s rock bands, pretty mainstream stuff. He has a fully stacked bookshelf, classic literature aplenty with a section squared off for action manga, and some gun-toting anime girl figurine serving as a bookend. An instrument case rests against one wall, a lacrosse stick against the other.

And then there’s a framed image poised in the middle of one shelf: Eliot and Chloe, huddled shoulder-to-shoulder and smiling, on the backdrop of some concert. They’re fifteen at most, Chloe’s hair still golden-brown and her arm bare of ink. Max has dozens of photos much like it, stowed away in an album in her uppermost drawer.

She looks away, uneasy.

“You can sit,” he says, dropping onto the edge of his bed. She considers a moment, then cautiously settles into his computer chair, a good few feet away. The air is stifling here. She tries to tell herself it’s all in her head, filling her lungs with a quick, hard inhale.

“Look, you told me she got Chloe expelled. What do you know?”

“Straight to business, huh? Alright,” he gives a mild chuckle, before leaning forward in his seat. His voice lowers, taking on a new weight, and Max leans in too, ready to etch each and every word into memory.

“Well, Chloe’d been struggling in school for a while before that. You’d think befriending star-student Rachel Amber would’ve helped, but it didn’t. It made her worse. And then, two years ago, when she was already hanging by a thread-- she and Rachel… they went missing. For three days. And I don’t just mean from school-- they straight-up skipped town. Their parents were panicking. The police got involved. Nobody knows where it is they went, even now.”

Max feels her breath run a little quick. Maybe the air really is too dense-- the window, she should ask him to open the window. But she doesn’t want to interrupt his speaking, so she holds her tongue for now, breathing shallowly through her nose.

“After the cops got them back, Chloe was expelled on the spot. I’m sure it was more convenient for Blackwell to paint her as the bad influence here, like she went and kidnapped poor golden child Rachel.” Eliot’s voice drips with resentment, Rachel’s name like poison on his tongue. It softens for Chloe, though -- a softness that resonates with Max all too closely.

“But they’re wrong, you know. Chloe wasn’t like that. She’d follow Rachel around like she was the pied piper, always trying to win her favor…” He sighs, shaking his head. “What did Rachel get for that incident? Nothing, of course. A slap on the wrist from Wells at the most. But after that… well, that’s the real shady part.”

Max leans onto the edge of her chair, bag clutched between her arms.

“See, Rachel was away from school for another month and a half after that. They said it was something like kidney stone complications, that she was staying in a private hospital out of town, no visitors allowed. But honestly? Anyone with a brain could tell it was bullshit.”

“Then… what was it?”

“Believe me, I’d like to know too,” Eliot says, rolling his eyes. “But my guess, she got herself into the kind of shit only a DA for a dad could get you out of.”

Max’s face twists into a web of knots, to match the one running from her stomach to chest. Her mind is reeling with possibilities, new questions surfacing by the moment, gaping wide like fish caught on a hook. “What, like-- you think she went to juvie?”

“Maybe,” he answers. “It’s nothing I can prove.“ The contrast between the halfheartedness of his words and the deliberation in his voice is impossible to ignore. His lips press together, a thin pale line that runs beneath his intent stare. “But there was something in her eyes when she came back. A sort of darkness there, if you knew how to look. Whatever it was, it sure as hell wasn’t kidney stones.”

Max fidgets. She doesn’t feel right admitting she thought she glimpsed it too, the night of the party.

“There’s something wrong with that girl,” Eliot continues, gaining confidence from her silence. “Chloe doesn’t want to see it. Nobody does.” He rises to his feet, moving closer -- just half the way across, leaving her to bridge the last of the gap. “But if you join me in this, we might be able to help Chloe, together.”

Max doesn’t get up. She clings to her bag, elbows locked rigid. “Help her how?”

“Well, she won’t listen to reason,” he hums in a brief moment’s thought, “but as they say, a picture is worth a thousand words. You’re always carrying that camera around, aren’t you? Could be handy.”

“You want me to take pictures?” Max’s frown deepens. A dull drumbeat picks up behind her temples. She should’ve asked him to open the window. “You mean… of Rachel?”

“I mean, it’s not like you’ll have to go out of your way. You live on campus together. You go to the same classes. And I’ll bet you’ve already seen some things that made you second-guess her motives,” a knowing smile twists at his lips, “or you wouldn’t be here right now.”

Max swallows, and feels it settle like a ball of lead in her gut. She thinks of the photo she took of Rachel kissing that boy, crumpled up in the bottom of her bag; left-over from when she brought it with her to show Chloe, in case she wouldn’t believe what she said.

“You can’t deny reality when it’s staring right at you,” Eliot continues, calm and sure. “And once we’ve gathered enough of it, Chloe might finally snap back to her senses.”

“And then… what? What’s your plan?”

“Well, once she’s finally cut Rachel from her life, she can start healing for real. She can slowly return to the person she used to be… a sweet, gentle girl just doing her best to survive.”

“That’s not fair,” Max sputters, a lone tendril of heat creeping through the anxiousness and confusion in her gut. That’s how he talked about her the last time, too. She can’t stand it. “Chloe’s still a sweet girl. She’s still doing her best to survive. No matter what you think about Rachel, those things haven’t changed.”

“Oh, don’t play dumb, Max. You knew her, before. You know exactly what I mean.” He gestures to the picture on his shelf, his movements growing choppy with impatience. “She used to talk poetry with me. She used to be a _mathlete_ . She used to have so much talent, so much passion, and now she’s wasting herself away with drugs and alcohol. And Rachel’s enabled that every step of the way. She _ruined_ her.”

“You’re wrong,” Max snaps, the angry heat unraveling inside her, pushing her onto her feet. She lets her bag drop to the floor. “Chloe’s not _ruined_. How can you say that? She’s not a pair of socks, she’s a person. Do you even care about her at all?”

“Of _course_ I care!” It’s the first time she’s heard his voice rise, and she clenches her jaw through it. “The only reason I’ve told you all this is because I care. I thought you understood.”

“I do,” Max answers through grit teeth, taking another step closer, pushing up onto her full height. “I understand perfectly. You don’t want Chloe to get better, you want her to go back to the way she used to be. She’s still strong, and smart, and passionate, but none of that matters to you because you only want the Chloe you remember.”

Her own voice climbs higher and higher with the words, but she can barely tell over the throbbing in her temples. She’s too far gone to reel herself back now, everything that’s been twisting inside her for the past two days spilling black and oily from her lips like tar.

“Well, guess what-- she’s changed! And she would’ve changed with or without Rachel, because time passes, and life throws shit at you, and that’s just what happens. People change! Chloe’s not going to talk poetry with you anymore, she doesn’t need you, she doesn’t _want_ you-- and if you think that makes her wrong, and makes Rachel wrong just for being with her, then you need to get the hell over yourself, you freak!”

By the time she gets the last of it out, Max’s head is red and pounding like a boxer’s bag and her heart’s beating at double time. She feels unsteady on her feet, breathing near-frantic, and most of all, she hates herself.

“This-- this was a mistake,” she mutters, raking a hand through her hair. “I’m not doing this with you. I have to go.”

Without awaiting his reaction, she snatches up her bag, and bolts out the door on shaky legs.  


* * *

Eliot doesn’t give chase, but she runs all the way to her room nonetheless, only stopping once the door is slammed safely behind her. At the foot of her bed, Max drops to her knees, and buries her face in the mattress.

“Oh my god,” she groans beneath the weight of the realization, gasping and dizzy. “I’m horrible.”

Is this who she is? She’s an Eliot? A clingy, controlling creep with no concept of when to move the fuck on? She’d just been trying to follow her conscience, to get a sense for what is right -- but this conversation with him was like having a mirror thrust right in her face, and the reflection was _ugly._

What’s wrong with her? Why does her stomach flood with copper at the thought of Chloe with all these girls, or the memory of Rachel with that boy? It’s not even that it’s cheating, or that she thought it was cheating; she’d get nervous seeing Rachel and Chloe together, too. Even when she thought they were just normal-dating, and happy together, watching them touch and flirt tied her chest in ribbons. No matter how hard she tried to push these feelings down, they’d bob back up, like trying to drown a rubber duck in the bath.

It’s been that way from the start. Hell, she had a whole fucking meltdown just realizing it was Chloe kissing Rachel in the hall, her first day at Blackwell. And it’s not that Max can’t handle people kissing. Kristen had two boyfriends during her time in Seattle. Fernando had, like, six. Sure, PDA is always a little awkward to watch, but it never felt like this, with her skin crawling and everything slushing and shifting inside her.

It’s Chloe. It’s always been about Chloe.

_You think she's gonna braid your hair and play pirates with you?_

_Grow up, Max._

Max’s fingers dig into the bedsheets, the backs of her eyes beginning to burn. Rachel was right. About everything, loathe as she is to admit it. For all her insistence that she wants to be part of Chloe’s life again, and that she doesn’t want her keeping secrets, every single thing Chloe’s done to betray the five-year-old image preserved in her head only made Max upset. Because Chloe’s changed so much, and Max hasn’t changed for shit.

_Grow up, Max._

Every needling little question that she’s been swatting away comes swarming back to the forefront of her mind, stabbing in like pins into a cushion. _Why don’t you have your license yet, Max? Why did you never find your own fashion sense, Max? Why did you never try to get a job? Why have you never dated anyone? Why do you never go to parties? Why can’t you dance? Why are you so scared of getting drunk? Why have you never so much as held a boy’s hand?_

_You’re almost eighteen years old. What the fuck is wrong with you?_

With a wheezing inhale, Max sits up, scrubbing the bleariness away from her eyes. Suddenly, she can see with such clarity: the problem is her. She and Chloe shared the same starting point, but she’s barely moved an inch since -- the huge gap between them now is completely her fault. She wanted so desperately to believe Chloe would wait for her, that there was still a Max-shaped hole left for her to fill, but that’s ridiculous. It’s been five years. People -- _normal_ people -- change in that kind of time.

They can’t be friends, not really, until she’s caught up. Until she’s shaped herself to fit. Else she’ll always be bitter, and jealous, and angry, and sick to her stomach all the time.

She has to start changing. She has to _move_ , and there’s been a wide-open window right there for weeks now, just waiting for her to leap through.

What excuse does she have left?

After a moment’s deliberation, Max reaches for her phone.

_‘Hey, Warren. Sorry I couldn’t come to your movie club tonight! Maybe we could make it up sometime, with just the two of us? ;)’_

With a shallow inhale, she screws her eyes shut and hits send.

* * *

“ _Barf._ I can’t stand it.”  
  
“What?” Startled out of her thoughts, Chloe refocuses her gaze on Rachel’s image in the mirror. She sits behind her, legs crossed in her short-shorts and cheek propped up on her fist, flicking idly through her phone as the stopwatch app ticks along.

“Your aura of abject misery,” Rachel drawls without lifting her eyes from the screen. “It’s like every one of your chakras is crying, ‘ _Waah, I miss Max!_ ’”

She’s right; their monthly hair-dyeing sessions are usually much livelier than this. Chloe’s spent most of today spaced out, stuck in her own head, and yes-- thinking about Max and their stupid, stupid fight.  


But that sure as hell doesn’t mean she likes hearing it. Grabbing the blue-stained towel from around her shoulders, she thwaps Rachel’s waist. “Shut _up._ ”

Unfazed, Rachel yanks the towel from her grip and promptly throws it back over her. Chloe, in her sports bra and boxer shorts, nestles into it with a glower.

“Don’t make a mess,” Rachel tuts. “Seven more minutes until you can rinse off.” She leans back into her chair, recrossing her legs the other way; a sharp, smooth motion that holds Chloe’s gaze for a solid moment after.

Then, Rachel asks: “Are you going to go apologize to her?”  
  
Arms locking over her knees, Chloe huffs. “No,” comes the kneejerk response. Then a beat. And a sigh. “I don't know. This sucks, but it's not _my_ fault. She was saying all this shit, trying to come between us, making me feel bad about not seeing things her way. Like, okay-- I was mean, but she was _wrong_.“

“Mm, yeah,” Rachel muses with a roll of her shoulders, “apologizing to her right now would be a little like saying, ‘Hi, I’m spineless, please dictate my personality, interests and social circle for me from now on!’”

Rachel’s right, again, and Chloe knows it. Her back slouches with another, deeper sigh, from that place in her gut where she shoves all the things she doesn’t want to feel. “Ugh. Why can't she just... say that she's sorry.”

“Maybe she will!” Rachel’s hand squeezes her shoulder, bright and sunny reassurance. “It might just take her a little time to come around. Like, say,” she trails a playful finger along the curve of neck, “five years?”  
  
Chloe slumps onto the sink with her head between her arms.

“ _Ugh_.”

All too pleased with herself, Rachel chirrups a laugh -- though when Chloe shows no intention of picking herself up off the sink, her voice takes on that chiding tone again.

“Come on. What do I need to do to snap you out of this, huh?”

Chloe, now wholly immersed in her sulk, gives no response, even as Rachel’s warmth seeps into her back. It takes her a second too long to clue on, and by then it’s too late to defend herself from Rachel’s assault, nimble fingers curling into her bare sides.

“No, no, don’t-- _fuck!_ ”

Her pleas and profanities fall on deaf ears, of course. Rachel knows all her weak spots and is uninhibited as ever in exploiting them, slender hands spidering mercilessly over stomach and hipbones and ribs. Chloe is quickly rendered a ball of flailing limbs, wailing and shrieking bloody murder, and somehow in that whole mess the only thing she manages to hit is her own knee against the bathroom sink.

“Ow,” she yelps between howls of laughter and _‘fuck you’_ s, and only then does Rachel find the heart to stop.

“Aww, did baby get a boo-boo?” she croons, and Chloe grumbles.

“You dick.”

“No, no, let me see.” Rachel spins her around in her chair, palms smoothing down bony thighs as she lowers herself to the floor. Chloe watches, wide-eyed. “Let me kiss it better.”

And she just does that, pressing full lips to one knobbly knee, chaste and precious as anything. “Here?” she asks, looking up at her with shining hazel eyes, before kissing again half an inch higher. Her breath washes over skin as she speaks, soothing-sweet like honey milk tea. “Here?”

“Ah…”

Chloe’s putty against the backrest, breathing slowly through her teeth; too entrapped in her awe to remember that she was pissed at Rachel just ten seconds ago, or any of the ugly lurking things in the bottom of her stomach. Part of her wants to coax Rachel’s mouth to keep searching, but her mind has been cast in fuzzy cottonball-white, and she’s slow to summon the words.

“How about you--...”

But Rachel’s phone beats her to it, buzzing to life on the countertop as it blares the first familiar notes of _Call Me Maybe_. In the blink of an eye, the moment’s crumbled away.

“Ooh, that’s thirty minutes. Alright, let’s wash you off.” Hopping back onto her feet, Rachel mutes the alarm, and reangles Chloe towards the sink before reaching for the discarded pair of gloves at its edge. “Lean over, baby.”

With a silent sigh, Chloe closes her eyes and does as she’s told. A squeak of twisting knob, and the gentle rush of water comes spilling forth from the tap, coating the back of her head in pleasant warmth. Rachel parts her hair this way and that, forming pathways for the stream to run through.

Even through the flimsy layer of plastic, Rachel’s fingers feel nice: light and deft and so, so good at touching her, always. Chloe hums from the back of her throat, feeling the tension pool and drain away from her, right along with the excess dye. She doesn’t even have it in her to resent the earlier interruption. She’s content.

“There we go,” Rachel hums as she softly pats her dry. “That’s more like it.”

And when Chloe looks at herself in the mirror, face flushed ruddy beneath a crown of striking cobalt, she finds that it’s true: she feels more like herself than she has in days.

“Thanks, Rachel,” she says, and thinks to tilt her head up and kiss her, but instead knocks an elbow to her side. Rachel teeters slightly before returning the bump, laughing

“Anytime. Now, are you gonna help me practice? I need my Cesario.”

“With pleasure, good madam,” Chloe answers with a flourish. “Just let me get my shirt.”


	8. right direction

**Summary for the Chapter:**

> Max is going to get better, and she's almost entirely sure this is how.

Max and Warren have a movie date, and it’s silly, but it feels like a lifeline.

When she gets scolded in Mr. Jefferson’s class for rushing her homework, and doesn’t know how to explain she’s been too anxious to even pick up her camera, she thinks about their date. When Victoria mocks her with her cronies giggling in the background as they pass, and Max can do nothing but square her shoulders and glare, she thinks about their date. Like that alone will make everything okay; like it’s some grand, momentous occasion, marking her first steps towards becoming someone who doesn’t suck.

Or so she hopes, anyway.

With the bell’s ring, she picks up her polaroids off the table, shuffles them into a neat little pile, and dumps them in the first trash can she sees.

“Max!” Behind her, Kate looks positively heartbroken. Max immediately regrets not disposing of them in the bathroom, or somewhere else a little more stealthy. “You shouldn’t throw them away. It’s your art…”

“I wouldn’t call any of these art,” she answers with a guilty shrug. “I really did rush it this week. I’ve hated these since the moment I took them-- I just would’ve felt bad, bringing nothing in.”

This class was doomed to be humiliating, Max knew. She had thought of skipping altogether, but that’d leave a mark on her record way too early in the school year. Briefly, she’d contemplated bringing in the photos she took of Rachel at that party. _Those_ turned out amazing, of course -- but it would’ve felt dirty. Even if nobody else knew the truth behind them, she would.

In the end, Max stuck with her hard-earned mediocrity, and Rachel’s gorgeous, neon-lit smile remained taunting her from her nightstand’s bottom-most drawer.

It’s the first time Jefferson’s ever been disappointed in her, and she kind of wants to cry. Her therapist back in Seattle used to say she needs to be gentle with herself about those things -- accept that slip-ups happen, and focus on getting back on track rather than swerving full-on into a ditch of self-loathing. But the knot in her throat is not easily swallowed, and the voice in her head chanting _‘failure’_ isn’t easily ignored.

And she kind of wants to cry.

“Hey, but you know what,” she forces herself upright, puffing out her chest-- “I’m watching a movie with Warren tonight. In like, a date way. I mean, we haven’t  _called_ it a date, but I used a winking emoji, which is pretty much the same thing.”

“Oh my goodness! Max, congratulations! When did this happen?”

“Um,” Max’s shoulders hitch in a faint shrug, flustered by Kate’s audible exhilaration.  “A little after our talk, actually. I just thought about it, and realized… you were right. Warren deserves some kind of answer, and I’m not entirely sure yet, but I feel like-- we might as well give it a try, right? So. Yeah.”

“I’m so happy for you,” Kate’s smile shines bright. “I hope you two have a lovely time.”

“Thanks, Kate.” Max hesitates, shuffling her feet. “Actually, I was wondering, could I maybe borrow your lipstick? You wear such a pretty shade.”

“Oh, of course! Gladly. Just a moment...” She stops mid-pace to sift through her purse, producing the tube of lipstick in short order and placing it in Max’s hand. “Here you are.”

“You’re the best, Kate. I’ll give it back around eight once I’m done getting ready, okay?”

 

* * *

 

It’s seven minutes to eight, and Max is not remotely ready.

She doesn’t know how it ended up like this. She started preparing almost an hour and a half ago, and it _seemed_ like ample time. Got through her shower, no problem. Dried and brushed her hair, narrowed her choice of outfit down to jeans and one of three shirts. But then she she got stuck cycling through them, studying each one too thoroughly in the mirror, with all the ways they crinkle and crease and cling to her waist. In the end, all shirts were deemed terrible and unfit for wear, and Max had ransacked her whole closet just to end up farther than she’s ever been from making a choice.

She checks the time on her phone again-- _holy shit, I’m meeting him in five minutes_ \-- and flings it back onto the mattress face-down. What a total disaster. First-ever date with a boy, cancelled over a shirt. Is that what she wants her life to be?

Raking a hand through her hair, Max forces a deep inhale.

“Okay. Okay. This is Warren. He _knows_ what you look like. This is the stupidest thing to stress over, just pick a random shirt and go.”

Screwing her eyes shut, she sticks a hand in the pile of discarded clothes atop her mattress, and retrieves the first thing she touches. She takes a look at the result, some bright-purple lacy-collared monstrosity her mom got for her two birthdays ago, and winces.

“--Just not this one.”

The second attempt provides a more favorable result by far: a black T-shirt printed with a vintage comic book cover, featuring Batman and Robin riding ridiculously oversized unicycles. It’s seen a couple washes too many, the color eroded in places, but what the hell. She loves it. Warren probably will, too.

Max tugs it on, smooths her hair back into place, and settles in front of the mirror to apply Kate’s lipstick as best as she knows how. Makeup is a strange, alien custom to her, but lipstick is simple enough even for the clueless, and Kate’s choice of color is nice and subtle -- just a slightly warmer pink than that of her own lips.

“Okay,” she sighs as she steps back, to take one last look in the mirror. It’s fine. She looks fine. And she has literally no time left to keep fussing over this, so it’s just going to have to be good enough. With a determined nod, Max slings her bag over her shoulder, and heads out the door -- to Kate’s room, first, to return the borrowed lipstick.

Not two steps into the hallway, she stops dead in her tracks.

“And I was like, dude, of course you can’t feed your dog that--”

“Oh my god!”

“He got _hella_ upset. I was losing it.”

It’s Chloe and Rachel, chattering and cackling in their own private bubble, butting shoulders and hips together as they walk. It’s Max’s first time seeing Chloe since their fight, and she looks -- vibrant. The newly-dyed hair, and her smile, too. The two of them together now are just the same as the day she first saw them: completely caught up in each other, two halves of a perfect whole.

The words from Mr. Jefferson’s first lesson resurface in her mind: _what shape hole would you leave behind_ , and Max wonders if she was kidding herself to imagine any void left in her absence at all.

Chloe's the one to notice her first, and her footsteps grind to a halt, smile thinning. Following her gaze, Rachel stops, too. Her features harden in an instant. There’s expectation in her eyes, almost a challenge: _come on, say something._

She should. Max knows she should.

But her teeth are glued shut and all she can do is gawk at Chloe, watching her twist her fingers in her belt loops as her eyes trail from Rachel, to the floor, back to Max. It’s a deadlock, three pieces frozen in place with every path blocked.

When it feels as though they very well might stay like this forever, Rachel breaks the stasis; a quick inhale, a thin-lipped smile, and then she’s grabbing Chloe by the nape to pull her into a kiss. A deep, demanding, open-mouthed kiss, the kind that doesn’t care who sees.

The kind that wants Max to see.

Caught unprepared, Chloe’s eyes go wide, darting startled every which way. For a split-second, her stare locks onto Max’s, and Max feels a burn from her throat to belly like she’s swallowed hot coal.

But then Chloe’s eyes close, and she leans into the kiss, and Max is left standing there with her stupid heart pounding even after Rachel’s pulled Chloe into her room and shut the door.

What was that? Did Rachel do it just to get to her? And what does it say about her that it worked?

“Lipstick,” Max mutters aloud, abruptly remembering the silver tube pressed against her palm. She shakes her head, chastising herself. “Lipstick.”

Her phone’s buzzing in her pocket already -- Warren, no doubt, wondering what’s keeping her. That’s right. She’s going to give this lipstick back to Kate, and then she’s going to watch a movie with a boy. Alone, in his room, on a date. She’s not going to stay a useless virgin forever; soon, kissing will have become such standard fare to her that she could watch Chloe kiss ten thousand people without batting an eye.

She’s going to be normal.

“Warren,” she picks up the phone. “Hey, yeah. Sorry, I got a little held up. I’ll be right there.”

 

* * *

 

“What was that?” Chloe asks, narrow-eyed, as soon as the door clicks shut behind them. Her face pricks hot, one part indignation and two parts want.

“Exposure therapy,” Rachel answers, settling onto the edge of her bed with a flippant shrug. “Max needs to get over the fact we have a thing, you need to get over your compulsive need to censor parts of your life for Max’s approval. Let this be a growing experience for the both of you.’’

Chloe has no real rebuttal to offer. Whether she likes it or not, Rachel’s right on both counts, and she’s struggling to rationalize her own frustration. “You’re a tool,” she grumbles, if only for the sake of getting the last word in. Rachel hums lightly, accepting this, and pats the space beside her on the bed.

The mattress dips beneath Chloe’s weight, her sigh wary as she watches Rachel rifle through her schoolbag. “So what’s on the agenda tonight, Professor?”

“Well, I’ve got a quiz about the Great Depression in three days, and _you’re_ going to be my flashcard assistant. How does that sound?”

“Like having my flesh slowly scraped from my bones with a cheese grater as I lie completely awake and alert, yet helpless to resist.”

“Great! Then let’s get right to it.”

“Ugh,” Chloe groans as the looming stack of flashcards is thrust into her unwilling arms. “Why do I have to do this? My life’s _already_ a great depression.”

“Oh, I’m sorry, who was the one texting me all, ‘ _pleeaase_ Rachel, can we hang out, I don’t even caaare what we do’?” She pouts her lips and bats her eyelashes, voice taking on an unbearable baby-whine, “‘I jush mish yew sho much!’”

“Die,” Chloe hisses, butting her side hard enough to send Rachel toppling down onto the mattress. The chime of her self-satisfied laugh rings through the room, and Chloe fumes in silence, distracted only somewhat by the strip of tan stomach revealed beneath the ebbing hem of blouse.

That’s the worst part. She _does_ miss her, even though it’s only been three days since they last hung out. The school year always picks up faster than she’s ready for, and already it’s taking Rachel away. Soon three days will turn into a week -- even longer, come midterms -- and Chloe will _try_ to act cool and mature about this, and it’s never going to fucking work.

She needs Rachel. Especially now. She can’t help it.

“Hey,” Rachel whispers once her laughter has faded, and there’s a sudden earnestness to her expression that makes Chloe falter. Rachel’s hand lifts, molding itself to the crook of her arm, thumb caressing the soft inner of elbow. It tingles.

“I get it. This time of year sucks, and I wanna be here for you. But I gotta stay on top of school stuff. You know that.”

Chloe bites her lip. “Yeah. I know.”

“We’ll get this done, and then we can chill, okay?” Rachel’s fingers trail down as she straightens, until she’s sitting beside Chloe again, shoulder to shoulder and hand over hand. “Do you wanna sleep over? Is Step-dick done riding your ass?”

“Ch’yeah, in my dreams,” Chloe mutters, then heaves out a sigh, trying for hopeful: “But… this weekend, maybe? Could you come?”

“No, babe, I’m sorry. I’m starting this student-mentor program, I’m gonna be tutoring this first-year every other Saturday.”

Right. Of course. Chloe’s shoulders sag. “Christ, at this point I don't even know how you’re gonna fit all this on your freakin’ college app.”

“I’m thinking of mailing out scrolls, medieval-style. Possibly by pigeon.”

That wins her a weak twitch of the lips; a failed attempt at forcing a smile. Worry darkens Rachel’s features, and she laces their fingers together with a reassuring squeeze. “Hey, it’s cool. We’ll just make good use of the time we have. How about,” she leans in close, a hushed whisper-promise: “for every ten flashcards, I’ll give you a reward?”

The edge of Chloe’s grimace quirks upwards again, and this time, it sticks. She can feel Rachel’s breath flutter on her lips, but still she lets the inch of distance linger between them, pressing: “Like what?”

“Like this,” Rachel says before covering her mouth with her own, and this time it’s sincere: quietly appreciative with a hint of playful, nipping at Chloe’s bottom lip. It’s good. It’s what she wanted.

And yet she can’t help but think of Max’s wide-eyed stare, and the odd pink tinge to her lips, and how much she wanted to say something to her, but couldn’t.

Rachel’s brow furrows slightly as she pulls back, head tilting at an inquisitive angle. “How about it?” she asks, and it feels like more of a question than her coquettish tone conveys.

Chloe shakes her head to empty it of pesky, unneeded thoughts, and offers Rachel a proper smile. “We have a deal.”

 

* * *

 

“Max! You made it.”

Warren greets her with a grin, and Max is instantly struck by two things: the smell of aftershave, and the button-down he’s wearing. She hadn’t even realized Warren _owned_ any button-downs, and it makes her smile to think he made an effort for tonight, too.

“Hey, Warren. Sorry for the wait,” she offers, tucking a loose lock of hair behind her ear. She only ended up twelve minutes late, but she doesn't blame him for getting antsy. She's been antsy, too.

“It’s cool.” He shifts his weight from one leg to the other as he looks her up and down, remembering, after a moment, to step aside and let her in. “Awesome shirt, by the way.”

It’s a small thing, but the compliment prompts a swell of satisfaction in her chest. Max’s smile broadens. “Thank you. With all due respect to gritty modern-day Batman, I feel like people have forgotten the inherent goofiness of a grown man running around in an animal costume, punching clowns.”

Warren snorts, and shakes his head. “Let me guess. You’re a Schumacher fan, aren’t you?”

“I am, and I’m not sorry. He does not deserve the shit he gets. The man gave us a Batman fight scene on ice, and that’s how we thank him?”

“You know, I’m more of a Nolan guy myself, but I can’t counter that.”

Max hovers around the center of the room, just a little too nervous to take her seat unprompted, even with the easy banter. A quick glance around reveals that Warren’s tidied up for her-- no clothes on his chair, all the papers on his desk shuffled into a single pile. It’s nice.

“So,” she asks, “what’re we watching?”

“I was thinking we could do Equilibrium. It’s like the Matrix, except the kung fu is gun fu, and it’s all about feelings and the beauty of life.”

“Wow. Consider me sold.”

“Sweet. Make yourself at home, milady,” he gestures towards the bed, “I’ll boot it up.”

Max does as she’s instructed, lacing her hands together over the jittery swirl in her stomach. Warren fiddles with his laptop for a couple moments before placing it on the computer chair, and wheeling it towards the middle of the room.

“This angle okay?”

“Uh-huh.”

“I got Pringles. D’you want pringles?”

“Sour cream?”

“You bet.”

“Hell yes.”

He drops the can beside her on the mattress before settling down himself, a comfortable distance between them. With a tap of the space bar, the movie starts up, flashing a series of production company logos.

“Oh, the lights--”

“I’ll get it,” Max says, and flicks the switch.

And there she is, sitting on a boy’s bed with the lights off. It feels like a big deal, but then, she’s not sure how much of it is strictly in her head. They’re just watching a movie -- they’ve done this before -- but it feels different, now that she’s decided to acknowledge the elephant in the room. She used a winking emoji. Warren even dressed up for her. That means something, right?

Her eyes skim between Warren’s profile and the screen, and she uncaps the can of chips and plops one in her mouth, if only to keep herself occupied. But she’s quickly struck by self-consciousness, the sound of her chewing too loud in her ears -- so Max swallows as quickly as she can and doesn’t reach for the tube a second time, even when Warren happily grabs handful after handful.

Warren is louder than she is. He smacks his lips when he eats and doesn’t always wait until he’s finished chewing to talk. And he likes to talk quite a bit during movies, prefacing scenes with declarations like, “Ooh, this scene is gonna kick ass,” or “You’ll love this part,” or “Aw man, this is where shit gets _really_ real”. Max is glad for it, actually. It’s kind of cute that he’s excited, and better yet, it keeps her from getting too stuck in her own head. Those little quips and comments disperse any tension that threatens to cloud the air, until Max almost forgets her worries over this being, or not being, a date.

It’s halfway through the film, when Warren puts his hand on hers, that she remembers.

Warren’s hand is bigger than hers, and his fingers are a little crusty from the Pringles, which is gross, but it’s hard to focus on that for long when she’s _holding_ _hands_ with a _boy_. In the blink of an eye, her heart has spiraled up her throat, and Max can barely swallow. It really is happening; this really is a date. She’s holding hands with a boy. The only people she’s ever held hands with are, like, her mom up until she was seven, and Chloe.

Chloe’s hand feels so different, too-- her fingers thinner but longer, the back of her hand always scratchy in autumn. When they were kids, her palm was always covered in scrapes from the skate park, and her fingers often calloused from sketching and scribbling. Warren’s hand is smooth, just clammy, and Max can feel her own palm starting to sweat beneath the warmth. She wipes it against the bedsheet as subtly as she can, careful not to break contact.

They spend the next five minutes like that, Max’s attention divided between the flashing fights on-screen and Warren’s hand on her own. She wonders if it’ll be rude to pull back. She doesn’t want to be rude, or give the wrong impression, but her hand grows stickier the longer the contact persists, and the more she tells herself to ignore it the more her brain gets stuck on it. Finally, in the midst of a particularly action-packed scene, she quickly and quietly withdraws. Warren briefly glances her way, but doesn’t react beyond that-- only a moment’s disappointment tugging on his lips. Max, in compensation, shifts closer on the bed.

The rest of the film sails by with Warren’s unhindered commentary, and by the time it’s over, the guilt pecking at her chest has subsided.

It helps that the movie was just plain awesome.

“Okay,” she states as the credits roll, “that owned.”

Warren, licking his fingers clean of Pringle-dust, stops halfway to smirk up at her. “Right? I knew you’d like it.”

“I bow before Lord Graham, master of cinema.”

She’s laughing as she hunches forward in a mock-bow, but in truth, she’s honestly thankful. Warren doesn’t just get movies, he gets _her_. This was the exact kind of over-the-top, early-2000’s action-cheese she lives for, and it feels good to think he picked it out just for her.

“What can I say, it’s a gift,” he says with a boastful shrug. There’s a brief pause then, a sheepish edge creeping onto his smile: “There’s a bunch of other movies I’d love to show you... you know, if you wanted.”

“Yeah, I do,” Max replies without missing a beat, leaving no room for doubt. “I want that.”

His gaze fixes onto hers, bright with eagerness, and Max’s teeth dig into her lower lip.

“--Though, I should head back to my dorm if I don’t wanna pass out in Math tomorrow.”

“Right, yeah, totally.”

He walks her to the door -- a little funny when they all live in a dorm, but sweet all the same -- and they spend a moment just fidgeting in place, unsure as how to part.

“Thanks for coming tonight,” he says, rubbing at his nape.

“Thanks for having me,” she mirrors, readjusting the strap of her bag over her shoulder.

The image of Rachel pulling Chloe into a kiss in the hallway flares up in her mind, harsh and unannounced, and in a fit of boldness Max leans forward and presses her lips to Warren’s cheek.

“It was a good date,” she says with a decisive inhale, and smiles. “I’ll see you tomorrow.”

“Yeah,” he answers, his grin stretching dumbstruck-wide.

 

* * *

 

Max is still giddy as she flops onto her bed ten minutes later, kicking her legs to try and release some of the bubbly tension inside. The adrenaline high of kissing a boy, even just on the cheek, is proving far more intense than she’s anticipated. She wants to tell someone, but who does she tell? Kate keeps a way stricter bedtime than she does -- she should wait until morning for that. But she’s gotta tell _someone._

She reaches for her phone, scrolling hastily past old chats with Chloe and Rachel and through messages from her parents, until she’s reached the group chat with Kristen and Fernando. It’s been a little dead, lately; her two closest Seattle friends went on to enroll in the same college, so it’s not like they need the chat to catch up with each other. She used to keep them posted during her early days at Blackwell, but as Max settled into routine, her excited streams of messages turned into blocks of grumbling. After a while, complaining about the same old things -- stressful schedules, piles of homework, mean teachers -- started to get old even for her. She didn’t want to be Max, the whiny loser friend who does nothing but whine.

And so the group chat became a trading ground for animal videos and dumb memes. Sometimes they ask one another how they’re doing, and the answer is always something along the lines of “super busy all the time, but okay”. She hasn’t told either of them about the fight. That would just make her whinier.

This time, though, she finally has something good to share.

_‘Hey, guys._

_Guess who just went on a DATE!! :) :) :)’_

Her screen lights up within moments-- ‘ _yoooo, who! deets!_ ’ ' _omg_ _that sweet geek boy you’re friends with? that’s so CUTE_ ’ ' _our lil maxie livin it up in college! so proud!_ ’

She’s smiling ear to ear as she taps away at her phone, a buzzing at her fingertips. They’re proud of her. They’re _happy_ for her, just like Kate was when she told her this morning. Her bubbly energy builds with every keen response, until the seeds of anxiety in her gut are swept away in a whirlpool of giggly excitement.

For once in her life, Max is certain she’s made the right choice.


End file.
